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Teeland Upgrade Intertie 2006
STANDARD AGREEMENT FORM 1. AEA Contract |2. Contract Title 3. Financial 4. Agency Assigned Encumbrance No. Teeland/Douglas Transmission Line Upgrade 5. Vendor Number This contract is between the 8. Alaska Energy Authority (hereinafter the “Authority” or “AEA” 9. Contractor Municipality of Anchorage d/b/a Municipal Light & Power (hereinafter “Contractor” or “ML&P”) Mailing Address Street or P.O. Box City State ZIP +4 Same as Street 1200 East First Avenue Anchorage Alaska 99501-1685 AGREEMENT Based on the recitals provided in Appendix A (“Background”), AEA and ML&P agree as follows: ARTICLE |. Scope of Work. ML&P shall perform the Project work as defined in this Agreement in accordance with the terms and conditions set forth in Appendix B (“Scope of Work”) of this Agreement. ARTICLE Il. Payment. AEA shall pay ML&P for all Project expenses eligible for reimbursement an amount not to exceed NINETEEN MILLION FIVE HUNDRED THOUSAND ($19,500,000.00), subject to and in accordance with the terms and conditions set forth in Appendix C of this Agreement (“Payment”). ARTICLE Ill. Period of Performance. This Agreement shall be effective upon the date of the last signature below by the parties and the Project work contemplated hereunder shall be completed no later than December 31, 2013. ARTICLE IV. Other Terms and Conditions. The rights and obligations of AEA and ML&P are subject to the terms and conditions set forth in Appendix D of this Agreement (“Warranties, Indemnification, and Insurance”) and Appendix E (“General Conditions”). When billing the Authority, ML&P shall refer to the AEA Contract Number and send the billing addressed as provided in Item 11, below: 0 Alaska Energy Authority Mailing Address Attention: 813 West Northern Lights, Anchorage, AK 99502 Karl Reiche, Program Manager 12. ML&P AEA Name of Firm Municipal Light and Power Alaska Energy Authority Signature of Authorized Representative Signature of Authorized Representative Typed or Printed Name of Authorized Representative and Title Typed or Printed Name of Authorized Representative and Title James M. Posey, General Manager Ron Miller, Executive Director Date Date MLP Agreement Page 1 of 28 5/30/06 AEAFinal Draft TABLE OF CONTENTS STANDARD/ AGREEMENT. ORM psasatrtenirnnsten trata ane AAR 1 IAPPENDIXCAS BAGKGROUN Doerner cece e ener ene EEE Eee pee cE ee ae SE 4 (APPENDIX:B:|| SCOPE OO RE 5 BT) | DER INGTIONS ececee rere ere ee RRR LUC HL 5 B.2. GENERAL SCOPE OF WORK AND STANDARDS OF PERFORMANCE. AO Bes a PROJEGTIMANAGEMENTIIDASKS saeeeennaunccntunuanunaeusaanatnnanuaaNAe HS) (a) General Requirements ... mo (DI SPEGHICn asks ere eens aie) (i) Progress Reports and other Transmittals.. “6 (ii) TE Communications trrssrecceccecesecere: soc scecsuceescecceectrsacerree rec tretece crease nea ene 6 (TIL) jj, PPFOCUTE MONT eee creer ceeceaen eens enetancengeer cee eaaer nuns e ney UaUL RL ALI RAL Le RL eR 6 (iv) Budgeting and Scheduling ................... ana B.4. PROJECT PHASES - GENERAL REQUIREMENTS..... mail Boa RBASEI || PROJECT OVERVIEW/AND) MOBILIZATION pesersscaresatearecsecee see enaae ner ane eee en ea 7 (2)! OC Rei ae eee ee ee ee ee ee ee CLL it (b) Budget Development and Implementation mC) FE ee en eee uaa Hie (Q)iitime ton Perormancerand Scheduling UNS N 8 DOT HACE ee OE RTO ee re ee ee TL Lt ee a 9 B.7. PHASE 3 —RIGHTS-OF-WAY ACQUISITION... a9) B&sui PHASE 4 — DESIGN -10 Big PHASE Or CONSTRUCTIONS 10) Bau PHASE SWITCHIOVERAND/AEA' FINALS REVIEW see sess e eee eae 11 APPENDIXIC? PAY MEN [iicccsessecscsessnccssnncctsceseeeeueecetasser ete ee cere c tc n sunny tat nune ata eee LGuna nasal Mn UnaManr need 12 C.1._ AMOUNT OF AGREEMENT. (a) Total Amount........... me (DINAEA Budget: Costs Lea e esate oes C.2. AUTHORIZATION AND BUDGET FOR SUBSEQUENT PHASES. ............cscccsssseserccoscesssensseesersssses i (aviitREqQueSE fo! ProceeO LL LLL AAALAC AS (b) Notice to Proceed (NTP) (c) NTP Amendments............. rn CHSMMIGCONCURRENTIPHASE WORK SALA AL RL NR RL RS CaCO UNA Cr ee err ere ree eee rec eee ee ee ee eee eeu C.5. BILLING AND ELIGIBLE COSTS (a) Eligible Costs and Timing.................. ee ee ee ene ee enn eer en eee ens ce ee ee eI LIL hie eal las 14 (c) Combined Financial/Progress RePOrts..........:cccccccccesessseeeesecesecessscesesesseessseeeneceseeensseensees 14 F(T aR aun anon (e) Interest Expenses eae CG NOTIFICATIONIOR/ RUNDINGISHORTICAL temnumonrennnsnna teense sntaaten tent ae sacra an Deer enc anaes nasa GY IREEUND FOR UNNECESSARY, VANDIACQUISITION se resces eater neater terete reanstceccearesteseess APPENDIX D. WARRANTIES, INDEMNIFICATION, AND INSURANCE... D.1._ NO DESIGN WARRANTY BY AEA D.2. DESIGN AND CONSTRUCTION WARRANTY BY ML& D.3. INDEPENDENT CONTRACTOR ..........c:ccseccesesceeeeees D.4. OWNERSHIP OF THE PROJECT.............::cessceeeees D.5. TRANSFER OR SALE OF INTERTIE WITH PROJECT . D.6. NO ADDITIONAL STATE FUNDING...............::000 sass D374 DITIONAL EUNDING eS Ne MLP Agreement Page 2 of 28 5/30//06 AEA Final Draft DiS INDEMNIFICATION eset tetsc reat ce eset reer ent ee ERE S CLE EOL RE ERs e sare eee 18 DiS) INSURANCE REQUIREMENTS tescteseonsseceescece sre soreceteeserseeesc ester rere eee CEE eee 18 (a) Workers’ Compensation INSUANCE.........1:cccsccescsscesscessessesessecsscnsesesessseasessessesessesseenseees 18 (b) Commercial General Liability Insurance .. .19 (c) Automobile Liability Insurance.............. 19 (G) BulidersiRiskqinsurance eersecse eee eee 19 (e) AEA Additional Party and Evidence Of INSUrAncCe............:.sccccccesesseescesssessessessessesscessessenee 19 (i) FAEAYAdditional Party roti. ccrssessecessececoseesees .19 (ii) Evidence of Insurance .. 19 DOS BONDS ees : .20 APPENDIXE!) GENERAL CONDITIONS fesssccsecssscoscscrccvsocsersccescssesseccotecassatesustssnecssseccesscerreresees 21 Eee) TERMINATION FORI CAUSE BY EITHERIPART Ysccccceceesccessecceseres co-seseeccsscosreereraeseecacoueecoereeens 21 E.2. FORCE MAJEURE...........:.sccsssssssecesees 3 a2 E.3. TERMINATION BY MUTUAL AGREEMENT.............-. mel E.4. PROCEDURES AND RIGHTS UPON TERMINATION .. 21 (2), PROC UT eS ooo eo ooo eee ee TE RL teat RHEE LLL LEE La abet iy 22 CEB ORD OHV ATPANSHION i icteseeceee seers aera e eT OOS e SET LORE EERE EE Te REE 22 (ii) No New Project Work (iii) Payment for Orderly Transition Expenses. mee (iv) Payment for Pre-Termination Project Work ...........::cescesceeseeseeseeeeeeeseeseeeeeeseeereeaeeneees 22 (b)) Rights ‘of the; Parties? Effect, of, Termination eres esce erect ee 22 ES) RIGHTS CUMULATIVER censssesseessecsectesescesssts E.6. NO THIRD-PARTY BENEFICIARIES . zs EX7AINSPECTIONAND REPORTS fecrmerarcese serie rerees cee eet nre E80 RIGHT TO/AUDI Terie cee TE SEE SS eee ee ee eee eee t rt teracse= E.9. ERROR OR DISCREPANCY BY ML&P 23 E.10. PAYMENT OF TAXES..........seeeeees 23 E.11. LITTLE DAViS BACON 23 E.12. CLOSE-OUT........... 24 (a) WAll Costs|Paid 24: (D) Performance REpOnsiSUDMItIGd esr tcctces eee cece eee ee eee eer tereccnacceett ceseee nconeed 24 (GMO eriRESPONSIbilitiCS ee sa eee aaa 24 E.13. ASSIGNMENT E.14. DISPUTES....... E152 | SEVERABILIT Yiscsssotetrcneescesscstesersaacuseusseses taccessssstescadt sateasvactersstuasbeeunausea aa var senesceaseatesatess 24 E*16!) INCORPORATIONIBY; REFERENGE ascessccrecetescccccsseescccececsse mecca treet teva tenet raseraceeseerteceverseraacees 25 E.17. GOVERNING LAW ........:ceeeee 20 E.18. AMENDMENT/MODIFICATION 25 E819) SUSPENSIONIO“ WOR eee ee ee een ee ee eee ee et cede reer ereteeerrtcnetnas 25 EZ KCON TACT Spee eee ee eee eee ee EEE eee Eaeeaaasee caer 25 APPENDIX F. ALASKA INTERTIE DOCUMENT LIST.. -.26 DOCUMENTS RELATED TO THE ALASKA INTERTIE UPGRADE.........::::cceseeeseeseeseeeseeeenneesees ..26 376151127 (6). ee ee eee ee eee ee en ee ee eee eee eR eee CCS EEE APPENDIX G. PROJECT BUDGET.. See ES OR Oe Cr Beas eee eee c ee errr nea Rea e ere L ae th lace tetavanessesta TASKIBUDGE Tistesncercesecer reece Ee RE Leela ete ant be ddl aueun se EMremnar ese edaeucte tees BUDGET CATEGORY .. AMOUNT AUTHORIZED < PHASE1 - PROJECT OVERVIEW AND MOBILIZATION ............scsssesccsscssssecsssssctsesssccssecossccssscsscensssensase 27 PHASE SIGONSTRUGTION pst eee Se Re SEER Ae UES SSnSa TIC easaracesttss 20 MLP Agreement Page 3 of 28 5/30//06 AEA Final Draft APPENDIX A. BACKGROUND Recital 1: In 2002, The Alaska Legislature appropriated $20.3 million to AEA to upgrade and extend the Anchorage to Fairbanks power transmission intertie (“Alaska Intertie”) to the Teeland substation on Knik Goose Bay Road in the Matanuska-Susitna Borough (Sec. 78(c), ch. 1, SSSLA 2002); Recital 2: In its October 2002 report, the Intertie Operating Committee (“IOC”) recommended the appropriation first be expended to construct a new 230 kV transmission line within the southern one-half of the Alaska Intertie for the segment between the Teeland substation to the south and the Douglas substation on the Willow-Fishhook Road to the north (the “Alaska Intertie Upgrade and Extension Project,” “Teeland/Douglas Transmission Line Upgrade” or “Project”); Recital 4: On January 30, 2004, a feasibility study by Dryden & LaRue, Inc, evaluated various route alternatives for the Project and recommended as least costly, least disruptive and within the appropriation amount the alternatives of either constructing a new line within existing MEA rights-of —way or constructing a parallel line adjacent to existing MEA rights-of-way; Recital 6: MLA&P is the designated operator of the southern portion of the Intertie, and ML&P is ready, willing, and able to undertake the Project pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, based on the foregoing recitals and in consideration of the mutual promises and agreements contained herein, AEA and ML&P hereby enter into this Agreement whose purpose is to undertake and complete the Project within the limits of appropriated funding in accordance with the following terms and conditions. MLP Agreement Page 4 of 28 5/30//06 AEA Final Draft B.1. (a) (b) (c) (d) () (g) B.2. APPENDIX B. SCOPE OF WORK Definitions “AEA” or “Authority” means the Alaska Energy Authority constituted under AS 44.83. “Contracting Officer” means the AEA authorized representative with delegated authority to enter into this Agreement and approve Notices to Proceed, contract amendments, and change orders on behalf of the Authority. “AEA Project Manager” means the person with delegated authority from AEA to review and approve ML&P plans, schedules, deliverables and invoices under this Agreement. Unless otherwise expressly limited by written document in advance to ML&P, the AEA Project Manager is also delegated authority to issue, review and approve Notices to Proceed, contract amendments, and change orders on behalf of the Authority “TOC” means the Intertie Operating Committee (as defined in the Alaska Intertie Agreement, dated December 23, 1985 and amendments to date), which is made up of utilities that have entered into agreements related to the Alaska Intertie. “Project” means the Teeland/Douglas Transmission Line Upgrade as defined in the foregoing Background section of this Agreement and as further defined under Scope of Work in this Appendix B. Completion” means the Project is ready and cz j 230 KV of electricity safely and in compliance with all and prudent utility practices. “Substantial Completion” means work that has been completed in all essential particulars to the reasonable satisfaction of the Authority so as to allow proceeding to the next Phase of work or acceptance of the Project. General Scope of Work and Standards of Performance ML&P will serve as Project Manager and manage or maintain responsible control for all aspects of the Project. ML&P will perform all its work directly or through contractors or subcontractors in compliance with the terms and conditions of all required laws, including those related to worker and public safety as well as to environmental concerns. ML&P will carry out all its duties in a workmanlike and commercially reasonable manner with the standard of diligence and care normally employed by duly qualified persons in performance of comparable work. B.3. Project Management Tasks (a) General Requirements ML&P will supervise and oversee all work on the Project, ensure that the Project remains free from liens and encumbrances resulting from ML&P's activities under this Agreement or otherwise related to the Project, and generally carry out such other functions as may be required of a project manager or as may be necessary under this Agreement to successfully complete the Project. MLP Agreement Page 5 of 28 5/30//06 AEA Final Draft (b) Specific Tasks In addition to the Project Manager work associated with individual aspects of the Project, ML&P’s continuing responsibilities as Project Manager will include the following specific duties: (i) Progress Reports and other Transmittals ML&P will provide monthly progress reports to AEA [during] throughout the life of the Project. Each monthly report is due within thirty (30) days following the end of the month for which the report is submitted. Monthly reports shall describe in reasonable detail all significant activities and changes in Project scope, schedule or budget including without limitation, budget updates (providing budget changes, costs to date, and forecasted costs to completion), schedule updates, and changes in or to route selection. Monthly progress reports may be combined with monthly financial reports required under Section C.5 so as to generate a monthly financial/progress report in a single document. ML&P will include in its monthly progress or financial reports projections of when available funds for the Project will likely be depleted and, if before Project Completion, it shall also project what additional funds will be needed to complete the Project and ML&P’s plan, if any, for an acceptable alternative approach to completing the Project within the remaining available appropriation. If the parties cannot agree on such an acceptable alternative approach to achieving the Project’s objectives, then a funding shortfall will have occurred and the parties shall proceed as provided in Section D.7 of this Agreement. Copies of all studies and reports, land acquisitions, key design data, completed and filed permit applications and permits received must be transmitted to AEA when complete and available. In addition to its regular monthly reporting, ML&P should also communicate to AEA, if and as they may occur, the nature and status of any emergencies, safety violations or unusual safety hazards, environmental problems, or other significant events relating to the Project. AEA reserves the right to request any applicable Project documents or studies, and ML&P will respond promptly to any reasonable requests by AEA for additional information and documentation. (ii) __ Communications During the life of this Agreement, ML&P will attempt in good faith to provide communications and reports to the IOC and other participating utilities concerning the Project. (iii) __ Procurement ML&P will procure all subcontracts and materials for the permitting, route selection, ROW acquisition, design, supply, construction, and MLP Agreement Page 6 of 28 5/30//06 AEA Final Draft commissioning of the Project through fair and open competitive solicitations or other approved methods as provided in the Municipality of Anchorage’s Procurement Code and Regulations. (iv) _ Budgeting and Scheduling ML&P shall be responsible for maintaining and updating the Project budget, schedule and scope. AEA will amend each Notice to Proceed as described in Section C.2 whenever necessary to reflect changes affecting the Notice’s budget, schedule, or scope. B.4. Project Phases - General Requirements The Project is administratively divided into Phases to promote its efficient completion by facilitating logical sequencing of the work effort, issuance of subcontracts and funding commitments based on substantial and cohesive units of work, provision of timely and minimized modifications to budgets and schedules, and insuring of timely updates concerning on-going funding adequacy. The Phases are as follows: Phase 1: Project Overview and Mobilization; Phase 2: Environmental Assessment and Permitting: Phase 3: Rights-of-Way (“ROW”) Acquisition, Easements, and Public Involvement; Phase 4 _ Engineering and Design for Line, Towers, Foundations, and Substation Interconnection; Phase 5: Construction; and Phase 6: Switch Over and Final AEA Overview. The Phases are described in detail in the following sections and each Phase will require a written Notice to Proceed as described in Section C.2 before ML&P may receive any reimbursement for that phase. B.5. Phase 1 - Project Overview and Mobilization Under Phase 1 of this Agreement, ML&P will undertake a Project Overview and commence Mobilization of its resources to begin Project work. Phase I shall include the following: (a) 10C Review ML&P will: (a) Inventory all reporting, approval, or other requirements for the Project involving the IOC under the Alaska Intertie Agreement. (ii) | Provide AEA and the IOC with a summary of IOC requirements, if any, for completing the Project. (iii) | Attempt in good faith to obtain all IOC approvals for the Project if and as may be required by the IOC under the Intertie Agreement. MLP Agreement Page 7 of 28 5/30//06 AEA Final Draft (iv) | Develop and enter into any applicable agreements and approvals with other participating utilities as may be useful for management and oversight of the Project. (v) Determine if IOC participating utility written commitments for additional funding to complete the Project beyond the $20.3 million provided by the Legislature are in place, and if not, obtain written commitments by one or more participating utilities to consider provision of such additional funding if and when required to complete portions of the work that may not be funded by this Agreement. (vi) Beyond good faith efforts to comply, ML&P’s ability to secure approvals or commitments by the IOC or any participating utilities is not an element of ML&P’s obligated performance under this Agreement. If ML&P is unable to secure an approval that may be required, then AEA after consultation with ML&P may choose to proceed without approval, suspend, or cancel the Agreement. (b) Budget Development and Implementation ML&P shall develop a Project budget using available study information from the Dryden and LaRue study dated January 30, 2004, and any applicable updates. The budget must be detailed and complete so as to account for all reasonably foreseeable Project costs, separated by Phase and category as indicated in Exhibit G and including subcategories at a reasonably sufficient level of detail acceptable to AEA. ML&P shall provide this budget to AEA. (c) Initial Determinations In the Project Overview Phase, ML&P shall pursue resolution of the following initial matters required for continuation of the Project: (i) Finalization of route selection and (ii) Preliminary design. (d) Time for Performance and Scheduling Unless otherwise agreed to by the parties, the Project shall be completed on or before December 31, 2011. ML&P shall provide a Development Schedule to AEA, which describes the sequencing and timing of critical milestones (i.e., the Phases) in order to assure successful completion of the Project. The schedule shall reflect completion of the Phases: Overview and Mobilization; Environmental Assessment and Permitting (including any Associated Public Involvement Processes); Easement and other Rights-of-Way Acquisition (including any Associated Public Involvement Processes); Engineering and Design for Line, Towers, Foundations, and Substation Interconnection; Construction; and Switch Over and Final AEA Review. Notwithstanding anything in this Agreement to the contrary, ML&P will not be deemed to be in default of its obligations under this Agreement if the Project is delayed due to litigation of any sort or any issues associated with securing permits, easements or other rights-of-way. MLP Agreement Page 8 of 28 5/30//06 AEA Final Draft B.6. Phase 2 - Permitting ML&P will be responsible for all permitting required to complete the Project. At a minimum this will include: (a) (b) (c) Completion of all necessary environmental or other assessments, and acquisition of all necessary environmental and land use or other permits for the Project from federal, state, and local public authorities. Participation in all associated public involvement processes. Resolution of any potential land use, legal or public process disputes that may arise in the course of the Permitting Phase. B.7. Phase 3 — Rights-of-Way Acquisition ML&P will be responsible for all right of way acquisition work required to complete the Project. At a minimum this will require that ML&P perform all work necessary to secure rights-of-way and route access for the Project including management of all land or easement purchases and condemnations that may be required. At a minimum this will require completion of the following tasks: (a) (b) (c) (d) (©) In discharging its responsibilities under this Phase and Phase 2, ML&P will perform all work related to securing all necessary rights-of-way and route access including managing land purchases, condemnations, public meetings and processes, exercising of eminent domain, and legal proceedings and applying for and complying with all local, state, or Federal permits that may be required or convenient. Decisions to undertake eminent domain or participate in other legal proceedings will be at the discretion of ML&P; provided, however, ML&P will only resort to eminent domain proceedings as the last reasonable option for realizing the Project’s purposes in accordance with the terms and conditions of this Agreement. In undertaking eminent domain proceedings, ML&P may use: (1 ML&P’s o1 authority; (ii) the eminent domain authority of other participatin: tii i€ available to ML&P for | this Project; or (iii) the eminent dom: agency that may be applicable to the Project if such ‘agency consents. ML&P will report which transmission route alternative is being pursued and provide notice to AEA if and when any particular route is abandoned and another route is selected. ML&P will resolve any potential land use, legal or public process conflicts or disputes prior to proceeding with the Construction Phase of the project unless AEA and ML&P concur that a conflict or dispute does not pose a substantial threat to the project’s viability. MLP Agreement Page 9 of 28 5/30//06 AEA Final Draft (f) All permits, rights-of-way and easements secured or acquired by ML&P during the course of the Project shall be in the name of AEA where required as an owner, subject to further evaluation in connection with the Phase 1 Overview. B.8. Phase 4- Design ML&P will be responsible for all design work related to building the Project. At a minimum ML&P shall provide AEA the following in its monthly reports: (a) A design plan describing in general how the Project will be designed, who will provide design services, and design deliverables to be produced by or provided to ML&P (this subsection is also the content of the Preliminary Design component of the Project Overview in Phase 1); (b) Copies of executed design agreements; and (c) All design deliverables, including but not limited to, reports, surveys, drawings, specifications, calculations, and permits. AEA will review design deliverables to determine Project progress and to verify general conformance to the Project goal of constructing the Teeland/Douglas transmission line upgrade. AEA will not review or approve deliverables for correctness or completeness. ML&P shall submit final design documents in both paper and electronic formats to AEA. Design documents shall include all drawings, documents and reports, including environmental and geotechnical studies, operation and inspection reports, plans and profiles, specifications, structural drawings and engineering calculations. B.9. Phase 5 - Construction ML&P will be responsible for all construction work necessary to build the Project. Prior to beginning the Construction Phase ML&P must have all financial commitments in place to guarantee successful completion of the Project and payment for all services rendered, as provided in Section D.7. At a minimum ML&P will provide the following construction services: (a) Procurement; (b) Construction Management; (c) Contract Administration; (d) Inspections and Testing; (e) Quality Control; (p Claims Management; (g) Permit Compliance; and MLP Agreement Page 10 of 28 5/30//06 AEA Final Draft (h) Coordination with Operating Utilities. Additional tasks may be incorporated by mutual agreement in either the Notice to Proceed when authorized for this Phase or a written amendment to this Agreement. B.10. Phase 6 - Switch Over and AEA Final Review ML&P is responsible for Switch Over, which means transferring intertie connectivity and use from the MEA line to the Project’s new line. ML&P will provide notice to AEA when the Project is complete and schedule Switch Over and availability of the new line for regular service thirty (30) days following notice of Project Completion, unless AEA serves written notice of intent to conduct a final review before Switch Over. A final review shall be undertaken within sixty (60) days of the Project Completion notice and completed with due diligence. Switch Over shall be stayed pending completion of the review and resolution of problems, if any, in accordance with this Agreement’s terms and conditions. Following Switch Over, AEA shall proceed with Close-Out as provided in Section E.12 of this Agreement and the parties shall exchange any remaining payments and documents that have not been exchanged, such as as-builts, product literature, and bid and final contract documents. MLP Agreement Page 11 of 28 5/30//06 AEA Final Draft APPENDIX C. PAYMENT C.1. C.2. Amount of Agreement (a) Total Amount The total amount of funding available from AEA for this Agreement is the $20.3 million Legislative appropriation for the Project previously recited. NINETEEN MILLION FIVE HUNDRED THOUSAND DOLLARS ($19,500,000.00) is initially authorized under this Agreement. (b) AEA Budget Costs AEA will budget EIGHT HUNDRED THOUSAND DOLLARS ($800,000.00) of the TWENTY MILLION THREE HUNDRED THOUSAND DOLLARS ($20,300,000.00) appropriation. The budgeted funds include $151,742. spent as of June 6, 2006 on studies with Dryden an La Rue. The balance is available as needed for 3 i I may be incurred on this project during the period of this agreement may be considered as a contingency for the Construction Phase projects as approved by AEA and the IOC after completion of this agreement. _ Authorization and Budget for Subsequent Phases (a) Request to Proceed Prior to undertaking work on any Phase ML&P will submit to the Authority a written request for authorization to proceed (Request). The Request will provide the scope, schedule, and budget proposed for the Phase, as was approved in the Project Overview and may have been updated or clarified in subsequent documents or the Request based on changed circumstances, further evaluation or other good cause in furtherance of Project goals. (b) Notice to Proceed (NTP) Upon receipt and review of ML&P’s request for authorization to proceed AEA, within 60 days, will either issue a written Notice to Proceed (NTP) with work on the Phase or request ML&P to modify their request. The scope, budget, and schedule of the request will be agreed to by both parties, or AEA will provide a written notice as provided in Section E.1(a). Each NTP will be considered as an addendum to this Agreement. Criteria for issuance of an NTP include but are not limited to: (i). Satisfactory completion of preceding Phase or Phases; (ii). | Consistency of proposed Request with an acceptable scope, schedule, budget and the intent of this Agreement; (ii). | Adequate funding is reasonably available to complete the Project. (iv). Proposed work is otherwise consistent with Project goals. MLP Agreement Page 12 of 28 5/30//06 AEA Final Draft (c) NTP Amendments If the scope, schedule, or budget is changed significantly (budget line items of greater than 10% are considered significant) during the performance of an NTP, the party recognizing the change will provide notice to the other and an amendment will be issued. ML&P and AEA will amend the NTP in writing within 60 days of recognition of the change. Criteria for evaluating a change in the NTP will be the same used for issuing the original NTP. (d) No Liability or Waiver by AEA The Authority will not be responsible without its consent for any costs for work performed without a written Notice to Proceed; provided, however, that pursuant to Section C.5(b) work performed after recognition of a change will be reimbursed by AEA prior to an amendment to an NTP being issued pursuant to Section C.2(c). C.3. Concurrent Phase Work The parties may agree to allow work on separate Phases to proceed concurrently, which may include concurrent authorization of Phases (e.g., Phases 2 and 3) as well as the undertaking of a new Phase prior to substantial completion of work on a preceding Phase. C.4. Accounting ML&P will expend funds within the constraints imposed by this Agreement and approved NTPs. Project expenditures will be tracked in accordance with an accounting system established by ML&P and accepted by AEA pursuant to Section B.5(b). The accounting system used by ML&P shall be in accordance with generally accepted accounting principles applied on a consistent basis, and all transactions shall be supported by records, correspondence, receipts, vouchers, work tickets, invoices, payrolls or other supporting records sufficient to fully document the nature and substance of each expenditure or transaction. C.5. Billing and Eligible Costs Only costs specifically related to the Project and included in the approved budget and subsequent approved NTPs will be considered allowable costs. (a) Eligible Costs and Timing (i) The Authority will reimburse ML&P for eligible costs upon submission of an invoice and monthly financial reports containing ML&Ps invoice to AEA and other approved back-up for costs processed during that month together with adequate supporting documentation. Adequate support includes, but is not limited to, vendor billings, timesheets and check copies to document proof of payment. Each monthly financial report and invoice is due within thirty (30) days following the end of the month for which the ML&P invoice to AEA is submitted. (ii) “Eligible” costs for payment are those reimbursable costs for labor, materials and activities expended in accordance with the approved Budget for a particular Phase. Such “reimbursable” costs include all in-house, all other Municipality of Anchorage and all outside vendor or contractual legal, consultant and other labor or MLP Agreement Page 13 of 28 5/30//06 AEA Final Draft professional personnel and support costs incurred in connection with any Project activity, specifically including but not limited to activities in, before or involving judicial forums, regulatory, administrative, municipal or other public bodies, or other Project-related processes such as arbitration and mediation. (iii) “Reimbursable” costs for ML&P in-house personnel and materials of any sort shall be calculated and paid on a fully-allocated basis including overhead and other burdens in accordance with ML&P’s generally applicable methodology for such calculations based on financial data contained in its most recent annual financial filing before the Regulatory Commission of Alaska; provided however, ML&P “Administrative and General Overhead” expense is fixed at 10% of each total ML&P invoice to AEA throughout the Project. “Reimbursable” costs for personnel, property or other services of other departments of the Municipality of Anchorage to ML&P in connection with the Project shall be paid at the MOA department’s standard charges to ML&P for such personnel, property or other services. (iv) If, upon review of the monthly billings, AEA discovers errors or omissions in the billings it will notify ML&P within thirty (30) days of receipt. Payment for the portion of billings for which there is an error or omission may be withheld pending clarification by ML&P. The provisions of this Subparagraph are subject to the payment of interest from the date clarification to a timely request is provided by ML&P at the rates provided in Paragraph (e), below, of this Section. (b) Variations Between Invoices and Budget Each monthly financial report’s invoice from ML&P to AEA shall show the Project Phase and Budget Category line to which it relates, the amounts previously expended on that Budget Category line, and interim payments made during the period, together with the amount authorized in the Phase’s NTP for that Budget Category line. If the reimbursement being requested makes the total expended for the Budget Category line exceed the amount approved for the Budget Category line, but the excess does not also exceed the total amount authorized for the Project Phase including the available contingency (as provided in the Budget for the Phase’s NTP), then the billing will be paid and an NTP amendment will be issued if appropriate under Section C.2 (c). However, if it is projected that an excess billing will exceed the authorized Budget for the Phase including available contingency, and if the parties cannot agree to an acceptable alternative approach within the available appropriation remaining for that Phase or the complete Project, then a funding shortfall has occurred and the parties shall proceed as provided in Section D.7 of this Agreement. (c) Combined Financial/Progress Reports ML&P may combine its monthly financial report and invoice under this Section with its monthly progress reports under Section B.3(b)(i), so as to generate a monthly invoice and financial/progress report in a single document. MLP Agreement Page 14 of 28 5/30//06 AEA Final Draft (d) Interim Invoices ML&P may submit interim invoices provided the total of the invoice is at least $100,000.00 and the transaction is reported on their monthly invoice and financial report. (e) Interest Expenses AEA shall attempt to reimburse ML&P’s eligible costs within thirty (30) days of receipt of the monthly report submitting the costs for reimbursement that are due and in no event shall be paid later than sixty (60) days following receipt by the Authority. Payment shale be made by ACH per instructions provided by ML&P. Reimbursements for eligible costs not made timely shall include interest at the rate of 2.2 i the-due date for reimburseme d C.6. Notification of Funding Shortfall ML&P will include in its monthly financial or progress reports projections of when available funds for the Project will likely be depleted and, if before Project Completion, it shall also project what additional funds will be needed to complete the Project and ML&P’s plan, if any, for an acceptable alternative approach to completing the Project within the remaining available appropriation. If the parties cannot agree on such an alternative approach to achieving the Project’s objectives, then a funding shortfall will have occurred and the parties shall proceed as provided in Section D.7 of this Agreement. C.7. Refund for Unnecessary Land Acquisition In the event that any real property interest is acquired before either the Project is terminated or the route is changed, it is ML&P’s responsibility to dispose of such interests no longer necessary for the Project if feasible in a commercially reasonable manner and to remit the proceeds to AEA, less the cost to ML&P of any such disposal, with such balance due AEA no later than sixty (60) days following receipt of the proceeds by ML&P together with interest from that due date until remittance to AEA at the same rates as those charged AEA on unpaid invoices of ML&P under this Agreement. MLP Agreement Page 15 of 28 5/30//06 AEA Final Draft APPENDIX D. WARRANTIES, INDEMNIFICATION, AND INSURANCE D.1. No Design Warranty by AEA (a) ML&P acknowledges and agrees that AEA does not warrant the adequacy of the design or fitness for its intended purpose of the Project design and construction that AEA may accept pursuant to this Agreement, unless and to the extent specifically directed by AEA; and (b) | ML&P waives any and all claims against AEA relating to the adequacy of the design of the Project and the Project’s fitness for its intended purpose, and in no event shall AEA be liable to ML&P for any injuries ML&P sustains arising from or attributable to any errors, omissions, or other deficiencies or inadequacies in the Project’s plans and specifications, unless and to the extent specifically directed by AEA. D.2. Design and Construction Warranty by ML&P ML&P warrants to AEA for a period of one (1) year from the Phase 6 Switch Over that the design and construction of the Project built pursuant to this Agreement will be fit for its intended purpose, under normal maintenance and weather conditions. The expiration of this Agreement shall also not affect the continued validity of any other warranties, guarantees, and commitments to maintenance and parts availability requirements for the Project or any aspect or component thereof furnished to AEA or ML&P by or on behalf of any contractor, subcontractor or vendor on the Project, which warranties, guarantees and commitments shall remain in full force and effect until they have completely expired pursuant to their terms. D.3. Independent Contractor ML&P and any agents and employees of ML&P act in an independent capacity and are not officers, employees or agents of AEA in the performance of this Agreement. D.4. Ownership of the Project The parties acknowledge and agree that ownership of the Project is vested solely in the Authority as an integral part of the Alaska Intertie subject to the Alaska Intertie Agreement, and nothing herein is intended to vest any ownership or similar rights in ML&P, the IOC, or other utilities. The completed Project will become part of the Alaska Intertie and subject to all terms and conditions of the Alaska Intertie Agreement and related agreements. D.5. Transfer or Sale of Intertie with Project MT D Aareament Pave 16 of 28 5/30//06 AEA Final Draft If the Intertie is sold, exchanged or otherwise transferred by AEA at any time during the Project, and such disposition expressly or implied includes the Project: (i) AEA shall provide ML&P with reasonable advance notice of the proposed transfer; (ii) AEA and ML&P may agree with the Authority’s successor to assign the agreement in accordance with section E.13. (i) If the agreement is not assigned it shall be terminated by mutual agreement as a result of the transfer; and (iv) If terminated, neither ML&P, the Authority, nor the Authority's successor shall have any further liability under this Agreement. D.6. No Additional State Funding TWENTY MILLION THREE HUNDRED THOUSAND DOLLARS ($20,300,000.00) has been authorized by the Alaska Legislature for the Project. Nothing in this Agreement is intended to commit to the expenditure of funds in excess of those authorized by the Legislature, the Authority’s Board of Directors, or the Board of Directors of ML&P, without such party’s full consent. D.7. Additional Funding AEA disclaims responsibility for funding any additional work required to complete the Project beyond what is available from appropriations authorized by the Legislature. If AEA has valid reason to believe at any time that the Project including a reasonable contingency allowance for cost overruns (but exclusive of the additional Construction Phase 10% overrun guarantee provided in the following paragraph) cannot likely be completed with available funds (including any amounts under Section C.1(b) not spent or reasonably reserved by AEA for its own third-party contractual vendors), and the parties have neither agreed to an acceptable alternative approach to completing the Project within the remaining available appropriation nor reached a different understanding of how to proceed in event of such shortfall pursuant to ML&P’s submittal under Section B.5(a)(v) and (vi), AEA may terminate this Agreement unless ML&P provides adequate written assurances that it will fund or arrange with others for funding completion of the Project. In addition, the Project will not proceed to Phase 5 Construction without written agreements in place to guarantee funding for overruns in excess of the reasonable contingency allowance specified in the preceding paragraph. The agreements must guarantee that funds immediately available at commencement of the Construction Phase, including the remaining available balance of the appropriation, will exceed the total budgeted Project Construction Phase NTP, including its reasonable contingency allowance, by 10% or more. If, prior to beginning the Construction Phase funds and guarantees to the foregoing required extent are not immediately made available for completing the Project and, further, the parties have not agreed to an acceptable alternative approach to Project completion within the required amount of available funds and guarantees, then AEA and ML&P may by mutual agreement suspend work. If work is suspended an NTP amendment will be negotiated and issued allowing the Agreement to remain open for a fixed period of time until additional funding is available. AEA will not authorize any additional significant amount of funds for the Project, except as necessary to pay incurred obligations to date of suspension and effect an orderly shutdown of the Project during suspension, MLP Agreement Page 17 of 28 5/30//06 AEA Final Draft nor will ML&P create obligations beyond the limits of funds made available as specified in the amended NTP. If funding is not made available to complete the project the agreement will be terminated by AEA upon expiration of the NTP. Ifthe Project is ultimately terminated for lack of such additional funding, the termination shall be treated as a termination by mutual agreement. D.8. Indemnification ML&P, its successors and assigns, shall defend, indemnify and hold harmless AEA (including the State of Alaska and its authorized agents and employees) from and against any and all demands, causes of action, suits, claims, actions, losses, costs, fines, penalties, damages, and liabilities (of whatever kind or nature, collectively “Claims’ ); including reasonable atton ys? fees and litigation costs, incurred in connection with or resulting from or arising out of or in any way related to this Agreement, or the work performed, subcontracts, bids, or funds expended pursuant to or in connection with this Agreement, including, but not limited to, those arising in favor of subcontractors, government agencies or third parties (including employees of the parties). The duty of ML&P to defend, indemnify and hold harmless AEA provided herein shall not apply to any matters arising solely out of AEA’ s negligence or willful misconduct. This indemnification obligation shall survive the termination of this Agreement. D.9 Insurance Requirements Without limiting ML&P’s indemnification of AEA, it is agreed that ML&P shall provide and maintain in force at all times during the performance of services under this Agreement the policies of insurance specified in the following subsections to this section against injury to persons or property suffered by AEA or third persons during work on the Project. Where specific limits are shown, it is understood that they shall be the minimum acceptable limits. If ML&P’s policy contains higher limits, AEA shall be entitled to coverage to the extent of such higher limits. Evidence of insurance must be furnished to AEA prior to beginning work and must provide for a thirty (30)-day prior notice of cancellation, non-renewal or material change. Failure to furnish satisfactory evidence of insurance of lapse of the policy is a material breach and grounds for termination of ML&P’s services. a Workers’ Compensation Insurance p ML&P shall provide and maintain for all employees of ML&P engaged in work under this Agreement Workers’ Compensation Insurance as required by AS23.30.045. ML&P shall require that subcontractors that provide services on the Project carry Workers’ Compensation Insurance. This coverage must include the following: (i) Waiver of subrogation against the Authority and Employer’s Liability Protection in the amount of $500,000 per occurrence. (ii) If ML&P directly utilizes labor outside of the State of Alaska in work under this Agreement, an “Other States” endorsement shall be required as a condition of this Agreement. (iii) | Whenever the work involves activity on or about navigable waters, the Workers’ Compensation policy shall contain a United States Longshoreman’s and Harbor Worker’s Act endorsement, and when MLP Agreement Page 18 of 28 5/30//06 AEA Final Draft appropriate a Maritime Employer’s Liability (Jones Act) endorsement with a minimum limit of $1,000,000. (b) Commercial General Liability Insurance ML&P shall provide and maintain commercial general liability insurance with coverage limits of not less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregates where generally applicable. This insurance shall include premises-operations, independent contractors, products/completed operations, broad form property damage, blanket contractual and personal injury endorsements. AEA shall be named as “Additional Insured” under all of the foregoing liability coverages. (c) Automobile Liability Insurance MLQ&P shall maintain and provide automobile liability insurance for all vehicles used by it in the performance of services under this Agreement, with coverage limits of not less than $1,000,000 per person/$2,000,000 per occurrence for personal injury and $100,000 for property damage. (d) Builder’s Risk Insurance ML&P shall provide and maintain builder’s risk insurance on an “‘All Risk” completed value basis including “quake and flood.” The coverage shall protect the interests of AEA, ML&P and subcontractors at all tiers, and shall include all materials, supplies and equipment that are intended for specific installation in the Project while such materials, supplies and equipment are located at the Project site, in transit from port of arrival to job site, or while temporarily located away from the Project site. (e) AEA Additional Party and Evidence of Insurance (i) AEA Additional Party In addition to providing the above coverages required by this section, ML&P shall in any contract or agreement with subcontractors performing work on the Project require that all indemnities and waivers of subrogation it obtains, and that any stipulation to be named as an additional insured it obtains, also be extended to waive rights of subrogation against AEA and the State, as well as add AEA and the State as additional named indemnitee and as additional insured. (ii) Evidence of Insurance Evidence of insurance shall be furnished to AEA prior to the award of subcontracts greater than $100,000. Such evidence executed by the carrier’s representative and issued to AEA shall consist of a certificate of insurance or the policy declaration page with required endorsements attached thereto, denoting the type, amount, class of operations covered, effective (and retroactive) dates, and dates of expiration. Acceptance by AEA of deficient evidence does not constitute a waiver of the Agreement’s requirements. When a certificate of insurance is furnished, it shall contain the following statement MT P Aoreement Page 19 of 28 5/30//06 AEA Final Draft “This is to certify that the policies described herein comply with all aspects of the insurance requirements of (Project Name, Number, and Particular Provision of the Agreement).” D.10. Bonds During the construction phase of this Agreement, ML&P shall require their subcontractors, as defined in the NTP, to furnish performance and payment bonds, at least equal to the amount required under AS 36.25.010 for each contract as security for the faithful performance and payment of all subcontractors obligations under this agreement. These bonds shall remain in effect for one year after the date of final acceptance and until all obligations under this Agreement are completed. All bonds shall be furnished on forms used by ML&P and shall be executed by such sureties as are authorized to do business in the State of Alaska. D.11. Authority AEA and ML&P each represent and warrant to the other party that it has full authority to enter into this Agreement and perform its obligations hereunder. MLP Agreement Page 20 of 28 5/30//06 AEA Final Draft APPENDIX E. GENERAL CONDITIONS E.1. Termination for Cause by Either Party This Agreement may be terminated by either AEA or ML&P at any time before final payment is made upon written notice to the other, effective immediately or on such later date as may be stated in the notice, for any of the following causes: (a) If either party fails to observe or perform any material obligation under this Agreement, and such failure continues for thirty (30) days after written notice of the specifying in detail nature of the default, required remedial action, and the noticing party’s intention to terminate the Agreement as a result of the default unless remedied, then the non-defaulting party may terminate this Agreement; provided, however, that if the breach is of a nature which cannot be appropriately remedied, no thirty (30) day remedy period shall be required and the termination shall be effective immediately upon notice (or on the later date stated in such notice); and provided further, that the party receiving the notice may have a period longer than thirty (30) days to remedy the default, if reasonably necessary and appropriate action has commenced within the thirty (30) days following notice and been prosecuted thereafter with due diligence; or (b) Wrongful termination by either party may be deemed by the other party to be a termination for cause by such other party, as of the effective date provided in the wrongful termination. E.2. Force Majeure ML&P is not liable for the consequences of any failure to perform or default in performing any of its obligations under this Agreement, if that failure or default is caused by any unforeseeable Force Majeure, that is, by cause beyond the control of and without the fault or negligence of ML&P. For the purposes of this Agreement, “Force Majeure” means war (whether declared or not), revolution, invasion, insurrection, terrorism, riot, civil commotion, sabotage, military or usurped power, lightning, explosion, fire, storm, drought, flood, earthquake, epidemic, quarantine, strikes, acts or restraints of governmental authorities affecting the Project or directly or indirectly prohibiting or restricting the furnishing or use of materials or labor required, inability to secure materials, machinery, equipment or labor because of priority, allocation or other regulations of any governmental authorities. E.3. Termination by Mutual Agreement This Agreement may be terminated, in whole or in part, prior to completion of the Project if both parties agree that continuation is not feasible or would not produce beneficial results commensurate with the further expenditure of funds. The parties must agree on the termination conditions, including effective date of termination and the part of the Project to be terminated (if less than the entire Project). E.4. Procedures and Rights upon Termination Upon termination of this Agreement under this Appendix E, the parties shall adhere to the following procedures and possess the following rights: MIP Aocreement Page 21 of 28 5/30//06 AEA Final Draft E.5 (a) (b) Procedures (i) Orderly Transition ML&P shall immediately (or on such later date as the termination notice may designate) deliver to the AEA Project Manager all files and documents in ML&P’s possession relating to the Project, and cooperate with the Project Manager to effect an orderly transition or shut-down of the Project minimizing costs to all parties involved. li No New Project Work Except as may be necessary for accomplishment of the preceding orderly transition, ML&P shall perform no further Project work following the effective date of termination. (ili) _ Payment for Orderly Transition Expenses ML&P shall be paid its expenses in providing for orderly transition, and such payment shall be made by AEA, without offset, within the time provided in this Agreement for payment of invoices following their submission. (iv) _ Payment for Pre-Termination Project Work ML&P shall be paid for all Project work performed and commitments made prior to the effective date of termination, and AEA shall make such payment, without offset, within the time provided in this Agreement for payment of invoices following their submission. (vy). _ Outstanding Claims The right of AEA to recover such amounts as might have been offset absent the above provisions is preserved for recovery in separate claims for damages, and any amounts to which AEA may be found entitled shall include interest commencing sixty (60) days from the date payment was received by ML&P for the disputed charges and at the same rates as those charged AEA on unpaid invoices of ML&P under this Agreement. The same interest rates will be used in the event there are other outstanding claims by either party not directly related to identified offsets paid by AEA. Rights of the Parties; Effect of Termination Upon termination of this Agreement pursuant to Section E.1, above, the parties shall have the rights and liabilities allowed by law. To the extent not otherwise reimbursed prior to termination, both ML&P and AEA shall also be reimbursed for any other reasonably ascertainable expenses incurred in connection with the execution of this Agreement provided such additional reimbursement does not exhaust the remaining funds from the Legislative appropriation for the Project. Rights Cumulative All rights and remedies possessed by either party shall be cumulative and may be exercised from time to time. No failure on the part of AEA or ML&P to exercise, and no delay in exercising, any right, power or remedy will operate as a waiver thereof, nor will any single or partial exercise by MIP Aoreement Page 22 of 28 5/30//06 AEA Final Draft AEA or ML&P of any right, power, or remedy preclude any other or future exercise thereof or the exercise of any other right, power, or remedy. E.6. No Third-Party Beneficiaries Nothing in this Agreement shall be interpreted or construed as creating any rights or privileges of any kind whatsoever in the IOC, any of its participating utilities, or any other persons or entities who are not parties to this Agreement. Nothing in this Agreement shall be intended or deemed to create a partnership, joint venture, association, or other similar relationship between the parties hereto. E.7. Inspection and Reports AEA or its designee may inspect, in the manner and at reasonable times it considers appropriate, all ML&P’s facilities and activities under this Agreement. Additionally, AEA or its designee may examine all Project-related records at any reasonable time for the purpose of copying, audit or inspection. ML&P shall retain all Project related records for four years following the completion date of the Project or until final resolution of any audit, negotiation, claim or other action related to the Project which is started prior to the end of the four year period, whichever is later. Project records to be maintained shall include, but are not limited to, financial and construction records, plans, change orders and such other records as are necessary to document and permit a full and complete audit of the cost of the Project and other reimbursable expenses and costs of ML&P. E.8. Right to Audit AEA may select a nationally recognized independent public accounting firm licensed to practice accountancy to audit or review, from time to time, the ML&P records and books of account established pursuant to this Agreement, subject to the following conditions: (a) Such audits may be conducted not more frequently than every six (6) months. (b) AEA shall bear the full cost and expense of such audit or review. E.9. Error or Discrepancy by ML&P If the audit conducted by AEA reveals any error or discrepancy by ML&P, such error or discrepancy shall be corrected and repayment of any money owed AEA shall be due and repaid within sixty (60) days of demand, together with interest thereafter as provided in Section E.4(b) of this Agreement. Each party reserves the right to seek a judicial determination in the event of a good faith dispute concerning the results of the audit. E.10. Payment of Taxes As a condition of performance of this Agreement, ML&P shall pay all federal, state, and local taxes incurred by ML&P and shall require their payment by any subcontractors or any other persons in the performance of this Agreement. Satisfactory performance of this paragraph is a condition precedent to payment by AEA under this Agreement. E.11. Little Davis Bacon MLP Agreement Page 23 of 28 5/30//06 AEA Final Draft ML&P is required to comply with AS 36.05.010 — 110 during the contract term. E.12. Close-Out ML&P will initiate close-out procedures when AEA determines in consultation with ML&P that the following criteria have been met or will soon be met: (a) All Costs Paid All costs to be paid with Project funds have been incurred and invoiced by ML&P. (b) Performance Reports Submitted Upon or prior to close out of the Project, ML&P shall have submitted to AEA all reports required under this Agreement; provided, however, ML&P’s failure to submit a report will not preclude AEA from effecting close-out if it is deemed to be in AEA’s or the Project’s interest. Any excess Project funds that may be in ML&P’s possession_for completion of the report shall be refunded by ML&P in the event of ML&P’s failure to finish or update the report. (c) Other Responsibilities ML&P shall have satisfactorily complied with this Agreement and applicable laws and regulations, or there is no material cause to keep the Project open. E.13. Assignment This Agreement shall be binding upon and inure to the benefit of the successors, legal representatives or assigns of the parties. However, neither ML&P nor AEA shall assign, transfer, or delegate their respective rights or responsibilities under this Agreement without the prior written consent of the non-assigning party, which consent such non-assigning party can withhold in its reasonable discretion, and any purported assignment, transfer, or delegation without such consent shall be void and of no force or effect. E.14. Disputes Both AEA and ML&P agree that any dispute arising out of this agreement between AEA and ML&P shall be resolved under AS 36.30. 620 through 640 and any other statutes or state regulations governing the operations of AEA or ML&P as a public utility if such provisions take precedence for resolving the dispute. Any appeal of an administrative order or any original action to enforce any provision of this Agreement or to obtain any relief from or remedy in connection with this Agreement may be brought only in the Superior Court for the State of Alaska, Third Judicial District, Anchorage, Alaska. Any disputes between ML&P and any subcontractors or employees will be resolved in accordance with ML&P personnel and procurement statutes, regulations, ordinances, policies, and procedures. E.15. Severability If any provision of the Agreement is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions will not be affected and they will be construed MLP Agreement Page 24 of 28 5/30//06 AEA Final Draft and enforced as if the Agreement did not contain the particular provision held to be invalid. The parties shall in good faith negotiate and amend this Agreement to rectify the defects, if reasonably possible. E.16. Incorporation by Reference The exhibits attached hereto are an integral part of this Agreement and are incorporated herein by reference. E.17. Governing Law This Agreement shall be governed by and construed under the laws of the State of Alaska. E.18. Amendment/Modification This Agreement may not be modified or amended except by a writing signed by the parties. E.19. Suspension of Work ML&P and AEA may agree to suspend work during the performance of this agreement. If work is suspended an amendment to any open NTP will be negotiated and no new work will proceed until the reasons the suspension have been resolved. E.20. Contacts The following individuals are appointed contacts for this Agreement: AKA: Alaska Energy Authority 813 West Northern Lights Boulevard Anchorage, Alaska 99503 Attention: Executive Director Telephone: (907)269-3000 Facsimile: (907)269-3044 ML&P: Municipal Light & Power 1200 East First Avenue Anchorage, Alaska 99501 Attention: General Manager Telephone: (907)263-5202 Facsimile: (907)263-5204 MLP Agreement Page 25 of 28 5/30//06 AEA Final Draft APPENDIX F. ALASKA INTERTIE DOCUMENT LIST Agreement No. 1 10 11 12 MLP Agreement Documents related to the Alaska Intertie Upgrade Description Alaska Intertie Agreement among Alaska Power Authority Municipality of Anchorage, Alaska d.b.a. Municipal Light and Power; Chugach Electric Association, Inc.; City of Fairbanks, Alaska, Municipal Utilities System; and Golden Valley Electric Association, Inc.; and Alaska Electric Generation and Transmission Cooperative, Inc. Alaska _Intertie Maintenance Agreement between Alaska Power Authority and Alaska Electric Generation and Transmission Cooperative, Inc. Alaska _ Intertie Maintenance Agreement for the Intertie Facilities Located in the Teeland Substation of Chugach Electric Association, Inc., between Alaska Power Authority and Chugach Electric Association, Inc. Alaska Intertie Maintenance Agreement between Alaska Power Authority and Golden Valley Electric Association, Inc. Joint Use Agreement with MEA — January 1984 Agreement of ML&P appeal dated December 15, 1994 Agreement for Intertie Testing - December 1985 SCADA Agreement with ML&P — April 1986 SCADA Agreement with GVEA — January 1986 Douglas Substation Agreement — March 30, 1984 Alaska Intertie Upgrade Report for the Intertie Operating Committee, October 2002, prepared by the Technical Subcommittee to the IOC Alaska Intertie Upgrade Study, 230 kV Transmission Line Teeland Substation to Douglas Substation, Dryden & LaRue, Inc., January 30, 2004 Page 26 of 28 5/30//06 AEA Final Draft APPENDIX G. PROJECT BUDGET The Project will initially be funded in accordance with the following estimated budget and proposed categories. The actual project budget and categories will be updated to reflect the work accomplished in the proceeding phase and budgeted costs based on new information provided by ML&P during performance of the project. NOTE: Task and Category budget numbers below are only placeholders . MLP Needs to replace with actual budget. The total of $19.5 mil should not change. Tasks/Project Phase Task Budget | Budget Category Amount Authorized Phase’ - Project Overview and 2,000,000 2,000,000 Mobilization Indirect Overhead 200,000 Contracts 800,000 Direct Labor 400,000 Direct Expenses 200,000 Contingency 400,000 Phase 2 Environment Assessment and Permitting. 400,000 400,000 Indirect Overhead 40,000 Contracts 300,000 Direct Labor Direct Expenses Contingency 80,000 Phase 3 Right of Way acquisition, easements, and Public Involvement. 1,500,000 1,500,000 Indirect Overhead 150,000 Contracts 350,000 Direct Labor 100,000 Direct Expenses 600,000 Contingency 300,000 Phase 4 Engineering and Design for line, towers, foundations, and Substation interconnection. 1,300,000 1,300,000 Indirect Overhead 130,000 Contracts 800,000 Direct Labor 70,000 Direct Expenses 40,000 Contingency 260,000 Phase 5 Construction 13,900,000 13,900,000 Indirect Overhead 500,000 Contracts 10,400,000 Direct Labor 500,000 Direct Expenses 500,000 Contingency 2,000,000 MLP Agreement Page 27 of 28 5/30//06 AEA Final Draft Phase 6 — Switchover and AEA Final Review 400,000 400,000 Indirect Overhead 40,000 Contracts 180,000 Direct Labor 100,000 Direct Expenses Contingency 80,000 Total 19,500,000 19,500,000 MLP Agreement Page 28 of 28 5/30//06 AEA Final Draft ALASKA ENERGY AUTHORITY RESOLUTION NO. 2006-06 RESOLUTION OF THE ALASKA ENERGY AUTHORITY RELATING TO THE APPOINTMENT OF VARIOUS OFFICERS OF THE AUTHORITY; AND RELATED MATTERS WHEREAS, the By-laws of the Alaska Energy Authority (the “Authority’) provide that the Executive Director of the Authority is the Secretary-Treasurer of the Authority; WHEREAS, the By-Laws of the Authority also set out the duties and responsibilities of the Secretary and the Treasurer of the Authority, provide that the members of the Authority may assign all or part of such duties to some other person or persons and give to such person or persons an appropriate title, including that of Assistant Secretary-Treasurer, and that officers of the Authority shall perform such other duties and functions as may from time to time be required by the Authority or the By-Laws or Regulations of the Authority; WHEREAS, the By-Laws of the Authority set out the duties and responsibilities of the Executive Director, Secretary, and the Treasurer of the Authority, provide that the members of the Authority may assign all or part of such duties to some other person or persons and give to such person or persons an appropriate title, including that of Deputy Director, Assistant Secretary, Assistant Secretary-Treasurer, and that officers of the Authority shall perform such other duties and functions as may from time to time be required by the Authority or the By-Laws or Regulations of the Authority; WHEREAS, it is in the best interests of the Authority and desirable and proper that Sara Fisher-Goad be appointed as Deputy Director-Operations and Assistant Secretary of the Authority; NOW, THEREFORE, BE IT RESOLVED BY THE ALASKA ENERGY AUTHORITY AS FOLLOWS: Section 1. Sara Fisher-Goad is hereby appointed to be a Deputy Director- Operations and Assistant Secretary of the Authority is hereby confirmed. Section 2. The Assistant Secretary-Treasurer and each Assistant Secretary shall perform any and all duties of the Secretary and/or Treasurer as shall from time to time be assigned by the Executive Director. Section 3. From time to time, as may be required on a temporary basis, when the Executive Director is unavailable, the Executive Director may designate any Assistant Secretary or Assistant Secretary-Treasurer of the Authority as Acting Executive Director. The Acting Executive Director shall have all the duties and powers of the Executive Director of the Authority during the period the Executive Director is unavailable. Section 4. This Resolution shall become effective immediately upon its passage and approval. DATED at Anchorage, Alaska, this 16" day of October 2006. Mb [e— [SEAL] ATTEST AEA/Appointment of Officers Resolution No. 2006-06 H:\Board of Directors\Resolutions and Memos\AEA officers 2006 Fisher-Goad.doc Page 2 ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY RESOLUTION NO. G06-07 RESOLUTION OF THE ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY RELATING TO THE APPOINTMENT OF VARIOUS OFFICERS OF THE AUTHORITY; AND RELATED MATTERS WHEREAS, AS 44.88.050(c) provides, inter alia, that the Alaska Industrial Development and Export Authority (the “Authority”) may appoint persons as officers it considers advisable, including an Executive Director; WHEREAS, the By-Laws of the Authority provide that the members of the Authority may employ such personnel, including an Executive Director, as they deem necessary to exercise their powers, duties and functions prescribed by AS 44.88.010 et seq. and all other applicable laws of the State of Alaska, and the selection and compensation of such personnel shall be determined by the members of the Authority; WHEREAS, the By-Laws of the Authority set out the duties and responsibilities of the Executive Director, Secretary, and the Treasurer of the Authority, provide that the members of the Authority may assign all or part of such duties to some other person or persons and give to such person or persons an appropriate title, including that of Deputy Director, Assistant Secretary, Assistant Secretary-Treasurer, and that officers of the Authority shall perform such other duties and functions as may from time to time be required by the Authority or the By-Laws or Regulations of the Authority; WHEREAS, it is in the best interests of the Authority and desirable and proper that Sara Fisher-Goad be appointed as Deputy Director-Operations and Assistant Secretary of the Authority; NOW, THEREFORE, BE IT RESOLVED BY THE ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY AS FOLLOWS: Section 1. Sara Fisher-Goad is hereby appointed to be a Deputy Director- Operations and Assistant Secretary of the Authority is hereby confirmed. Section 2. The Assistant Secretary-Treasurer and each Assistant Secretary shall perform any and all duties of the Secretary and/or Treasurer as shall from time to time be assigned by the Executive Director. Section 3. From time to time, as may be required on a temporary basis, when the Executive Director is unavailable, the Executive Director may designate any Assistant Secretary or Assistant Secretary-Treasurer of the Authority as Acting Executive Director. The Acting Executive Director shall have all the duties and powers of the Executive Director of the Authority during the period the Executive Director is unavailable. Section 4. This Resolution shall become effective immediately upon its passage and approval. DATED at Anchorage, Alaska, this 16" day of October 2006. ag the Lt [SEAL] AIDEA/Appointment of Officers Resolution No. G06-07 H:\Board of Directors\Resolutions and Memos\AIDEA officers 2006 Fisher-Goad.doc Page 2 >< Labor in order that they may ascertain whether any taxes are due and owing. Each such disbursement must be accompanied by a memorandum from the Department of Revenue and the Department of Labor advising the agency that all taxes have been paid. AAM 35.160 | Liens and Attachments (01-06) The Department of Administration is responsible for the general accounts and for the disbursement of funds for all purposes. It is considered the sole recipient agent for service of process against the state. The Division of Finance administers the handling of all liens and attachments. Upon receipt of each service, the Division of Finance advises the appropriate agency of procedures to be followed in the attachment of property or monies of the person or firm involved. If the lien or other service pertains to an obligation of just one agency, the agency is usually advised to pay the money directly to the vendor's creditor and to advise the vendor as payments are made. However, if several agencies are involved or if the service is an execution of a judgment, an agency may be advised to return warrants to the Division of Finance for distribution. 7 AAM 35.170 | Advance Payments (01-06) Payments cannot be made in advance of receipt of goods or services except in the following cases: 1. Rental payments may be made after the first day in which service commences if the lease requires advance payments. 2. Subscriptions to periodicals, the purchase of documents and publications, and payments for postage may be made in advance. All such vouchers must be supported by written requests for the service from agencies or bills from vendors. 3. Warrants may be written for the purchase of securities, investments and real property before the assets are received. 4. Grants may be made in advance to individuals and to political subdivisions when the law so provides. 5. Purchase of prepaid calling cards when it is the most efficient and cost- effective method of acquiring long-distance telephone service, and the use of the cards is controlled. 6. Software license and maintenance agreements, if advance payment is required by the vendor. Alaska Administrative Manual - Accounting Expenditures 35.8 send a duplicate of the original invoice. The best way to prevent a duplicate payment is to settle all obligations promptly and to pay only from original invoices or certified copies of the original invoice. AAM 35.100 | Prepayments of Charges, Contracts, and Lease Payments At times it is in the state's best interest to prepay contracts, leases, or charges. It is the disbursing agency's responsibility to clearly document why the prepayment is in the state's best interest (i.e., the discount provided by the landlord exceeded the interest the prepayment would have earned had the funds remained with treasury and the lease payments had been made over time). Prepayments in excess of $100,000 should be brought to the attention of treasury for fiscal review of the revenue earning opportunity lost. In many cases, prepayments will be for services covering more than one fiscal year. These prepayments will generally be recognized as an expense/expenditure in the year in which the funds are disbursed. However, prepayments may not be used to circumvent the budgeting process. Scheduled payments due in July are charged to a suspense account in June. Journal entries are processed in July to clear this suspense account, and charge the appropriate years appropriation. | aam 35.110 | Foreign Exchange Rate (01-06) All state agencies doing business with foreign firms, if invoiced in other than U.S. currency, will contact a local bank for the current rate of exchange. Payment will be made directly to the vendor. aa Timely Payments, and Penalty and Interest on Late Payments (01-06) In order to rapidly process invoices for payment, they should be approved and certified at the lowest level possible consistent with maintaining strong internal control. AS 37.05.285 requires that payment for purchases of goods or services, with some exceptions, must be made by the date specified under contract or by 30 days after receipt of a proper billing. AS 37.05.285 also provides that if payment is not made on or before the required payment date, the state shall pay interest on the unpaid balance from the required payment date (with some exceptions). Payment of the interest shall be in accordance with Alaska Administrative Manual - Accounting Expenditures 85:5) Alaska Statutes: AS 46.9U.2UU. Payment Deadline and Interest. 08/02/2006 12:16 PM Contract Compliance Tool Bids, RFPs and Contracts Looking for Consultants? On Demand Contract Management Federal, State, Local: email alerts sent Find Thousands of Consultants Ready Solution. See a Free 3min Demo. to you each day. Free Trial to Bid on Your Projects www.ketera.com/ www.BidNet.com www.eWorkMarkets.com A coooogle Adverti n this si You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. ma HOTLINK THE DESKTOP IN-AND-OUT BOARD ~ Co i cratetnbiee aia ei a iat itt Alaska Statutes. Title 36. Public Contracts Chapter 90. Miscellaneous Provisions Section 200. Payment Deadline and Interest. previous: Section 100. Contracts For Architectural, Engineering, Land Surveying, or Landscape Architectural Services. next: Section 210. Required Contractual Terms. AS 36.90.200. Payment Deadline and Interest. (a) The state or a political subdivision of the state shall pay the prime contractor for satisfactory performance on a public construction or public works contract within 30 calendar days of the date the state or political subdivision receives a payment request from the prime contractor that complies with the contract. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the subdivision receives a payment request that complies with the contract or within 21 calendar days of the date the subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the state receives a payment request that complies with the contract or within 21 calendar days of the date the state actually receives the federal money, whichever is later. (b) If the prime contractor is not paid as required by (a) of this section, the state or political subdivision shall pay interest on the unpaid amount of the required payment from the 21st calendar day after the date required for payment under (a) of this section at an interest rate that is equal to the amount set out in AS 45.45.010 (a). http://www.touchngo.com/Igicntr/akstats /Statutes /Title36/Chapter90/Section200.htm Page 1 of 2 AlaSKa DtaluTes: AD 50.9U.ZUU. Fayment Veaaiine ang imerest. voruc;cuuy sc.au rim (c) If part or all of a payment is going to be withheld for unsatisfactory performance or if the payment request made under (a) of this section does not comply with the requirements of the contract, within eight working days after receipt of the payment request the state or political subdivision shall notify the prime contractor in writing stating specifically why part or all of the payment is being withheld and what remedial actions may be taken by the prime contractor to receive the full payment. (d) If the notification by the state or political subdivision required by (c) of this section does not comply with (c) of this section, the state or political subdivision shall pay interest on the withheld amount from the eighth working day after receipt of the initial payment request until the state or political subdivision provides notice that does comply with (c) of this section. (e) If part or all of a payment is withheld under (c) of this section, the state or political subdivision shall pay the withheld amount within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice or within 21 calendar days after the political subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice, or within 21 calendar days after the subdivision actually receives the money, whichever is later. If the withheld amount is not paid within the 21 calendar days, the state or political subdivision shall pay interest on the withheld amount from the 21st calendar day at an interest rate that is equal to the amount set out in AS 45.45.010 (a). (f) The obligation to pay interest under this section does not apply to retainage. (g) This section does not apply to public construction or public works contracts made by a political subdivision that has a population under 800. Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes/Title 36 /Chapter90/Section200.htm Page 2 of 2 Alaska Statutes: AS 45.45.010. Legal Rate of Interest. 08/02/2006 12:18 PM No closing costs Current Mortgage Rates $150,000 loan for $381/month. Apply Shop and Compare Latest Mortgage online today! Rates From Multiple Lenders. Refinance.Low.com www.rateswatch.com Escrow Collections We provide payment processing on Private Notes & Contracts www.notecollection.com You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. a? SOFTWARE — HO Ls INK THE DESKTOP IN-AND-OUT BOARD. Alaska Statutes. Title 45. Trade and Commerce Chapter 45. Trade Practices Section 10. Legal Rate of Interest. previous: Chapter 45. Trade Practices next: Section 20. Higher Rate of Interest Prohibited. AS 45.45.010. Legal Rate of Interest. (a) The rate of interest in the state is 10.5 percent a year and no more on money after it is due except as provided in (b) of this section. (b) Interest may not be charged by express agreement of the parties in a contract or loan commitment that is more than five percentage points above the annual rate charged member banks for advances by the 12th Federal Reserve District on the day on which the contract or loan commitment is made. A contract or loan commitment in which the principal amount exceeds $25,000 is exempt from the limitation of this subsection. (c) [Repealed, Sec. 3 ch 84 SLA 1973]. (d) [Repealed, Sec. 2 ch 94 SLA 1981]. (e) [Repealed, Sec. 4 ch 146 SLA 1974]. (f) A bank, credit union, savings and loan institution, pension fund, insurance company, or mortgage company may not require or accept any percent of ownership or profits above its interest rate. This subsection does not http://www.touchngo.com/igicntr/akstats/Statutes/Title45 /Chapter45 /Section010.htm Page 1 of 3 Alaska Statutes: AS 45.45.U1U. Legal Kate of interest. UB8/U2Z/2ZUU0 12:18 PM apply to a loan if the principal amount of the loan is $1,000,000 or more and the term of the loan is five years or more, or to a negatively amortizing loan secured by owner-occupied real property originated under a program approved or sponsored by (1) the federal government, including congressionally chartered national corporations; or (2) the state if (A) the real property that secures the loan is not subject to forced sale provided the owner has not violated the terms of the loan agreement including terms regarding (i) payment of property taxes; (ii) payment of hazard or fire insurance premiums; (iii) keeping the property in reasonable repair; (iv) not vacating the property for a period longer than 12 months; (B) the owner may not be evicted from the real property that secures the loan unless a term of the loan agreement regarding a matter listed in (A)(i) - (iv) of this paragraph has been violated; (C) neither the estate nor any heir of the former owner may be compelled to pay a deficiency judgment related to the loan; and (D) the estate or an heir of the former owner has a right of first refusal and may either pay off the loan balance in full, if the former owner had equity in the property, or pay a sum not to exceed 95 percent of the value of the property at the time of exercise of the right of first refusal as determined by an independent real estate appraiser licensed under AS 08.87. (g) Loan contracts and commitments covering one- to four-family dwellings may be prepaid without penalty, except federally insured loans that require a prepayment penalty. (h) If the limitations on interest rates provided for in this section are inconsistent with the provisions of any other statute covering maximum interest, service charges or discount rates then the provisions of the other statute prevail. Closing Cost Calculator Find contract prices here Escrow Overcharges? Calculate your exact closing costs for Lookup service prices. Computers, Obtain refunds for lender mistakes. As real estate transactions in NYS Financial Equipment & more seen in the Journal and Money. www.titievest.com www.4sni.com www.loantech.com Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these http://www.touchngo.com/Igicntr/akstats/Statutes/Title45 /Chapter45 /Section010.htm Page 2 of 3 Alaska Statutes: AS 45.45.U1U. Legal Kate or Interest. Us/UZ/ZUUD 12:15 EM Statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. \ » Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes/Title45 /Chapter45 /Section010.htm Page 3 of 3 Alaska Statutes: AS 36.90.200. Payment Deadline and Interest. 08/02/2006 12:16 PM r Contract Compliance Tool Bids, RFPs and Contracts Looking for Consultants? On Demand Contract Management Federal, State, Local: email alerts sent Find Thousands of Consultants Ready Solution. See a Free 3min Demo. to you each day. Free Trial to Bid on Your Projects www.ketera.com/ www.BidNet.com www.eWorkMarkets.com A ° | Adverti n this si You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. _ SOFTWARE ACES alae yg Alaska Statutes. Title 36. Public Contracts Chapter 90. Miscellaneous Provisions Section 200. Payment Deadline and Interest. previous: Section 100. Contracts For Architectural, Engineering, Land Surveying, or Landscape Architectural Services. next: Section 210. Required Contractual Terms. AS 36.90.200. Payment Deadline and Interest. (a) The state or a political subdivision of the state shall pay the prime contractor for satisfactory performance on a public construction or public works contract within 30 calendar days of the date the state or political subdivision receives a payment request from the prime contractor that complies with the contract. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the subdivision receives a payment request that complies with the contract or within 21 calendar days of the date the subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the state receives a payment request that complies with the contract or within 21 calendar days of the date the state actually receives the federal money, whichever is later. (b) If the prime contractor is not paid as required by (a) of this section, the state or political subdivision shall pay interest on the unpaid amount of the required payment from the 21st calendar day after the date required for payment under (a) of this section at an interest rate that is equal to the amount set out in AS 45.45.010 (a). http://www.touchngo.com/igicntr/akstats /Statutes/Title36/Chapter90/Section200.htm Page 1 of 2 Alaska Statutes: AS 36.90.2UU. Payment Veadiine and Interest. vo/ué/cuuo 12.40 rm r (c) If part or all of a payment is going to be withheld for unsatisfactory performance or if the payment request made under (a) of this section does not comply with the requirements of the contract, within eight working days after receipt of the payment request the state or political subdivision shall notify the prime contractor in writing stating specifically why part or all of the payment is being withheld and what remedial actions may be taken by the prime contractor to receive the full payment. (d) If the notification by the state or political subdivision required by (c) of this section does not comply with (c) of this section, the state or political subdivision shall pay interest on the withheld amount from the eighth working day after receipt of the initial payment request until the state or political subdivision provides notice that does comply with (c) of this section. (e) If part or all of a payment is withheld under (c) of this section, the state or political subdivision shall pay the withheld amount within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice or within 21 calendar days after the political subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice, or within 21 calendar days after the subdivision actually receives the money, whichever is later. If the withheld amount is not paid within the 21 calendar days, the state or political subdivision shall pay interest on the withheld amount from the 21st calendar day at an interest rate that is equal to the amount set out in AS 45.45.010 (a). (f) The obligation to pay interest under this section does not apply to retainage. (g) This section does not apply to public construction or public works contracts made by a political subdivision that has a population under 800. Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes/Title36/Chapter90/Section200.htm Page 2 of 2 Alaska Statutes: AS 45.45.010. Legal Rate of Interest No closing costs Current Mortgage Rates $150,000 loan for $381/month. Apply Shop and Compare Latest Mortgage online today! Rates From Multiple Lenders. Refinance.Low.com www.rateswatch.com You can also go to The Alaska Legal Resource Center or search the entire Touch N' Go®, the DeskTop In-and-Out Board makes your a SOFTWARE ‘G HOTLINK THE DESKTOP IN-AND-OUT Tey 11k EERE SNC rs NE) PFC Alaska Statutes. Title 45. Trade and Commerce Chapter 45. Trade Practices Section 10. Legal Rate of Interest. previous: Chapter 45. Trade Practices next: Section 20. Higher Rate of Interest Prohibited. AS 45.45.010. Legal Rate of Interest. office run smoother. Visit Touch N' Go's Website to see how. Escrow Collections 08/02/2006 12:18 PM We provide payment processing on Private Notes & Contracts www.notecollection.com website. (a) The rate of interest in the state is 10.5 percent a year and no more on money after it is due except as provided in (b) of this section. (b) Interest may not be charged by express agreement of the parties in a contract or loan commitment that is more than five percentage points above the annual rate charged member banks for advances by the 12th Federal Reserve District on the day on which the contract or loan commitment is made. A contract or loan commitment in which the principal amount exceeds $25,000 is exempt from the limitation of this subsection. (c) [Repealed, Sec. 3 ch 84 SLA 1973]. (d) [Repealed, Sec. 2 ch 94 SLA 1981]. (e) (Repealed, Sec. 4 ch 146 SLA 1974]. (f) A bank, credit union, savings and loan institution, pension fund, insurance company, or mortgage company may not require or accept any percent of ownership or profits above its interest rate. This subsection does not http://www.touchngo.com/Igicntr/akstats /Statutes/Title45 /Chapter45 /Section010.htm Page 1 of 3 Alaska Statutes: AS 45.45.10. Legal Rate of Interest. U8/U2Z/2UU0 12:18 PM f apply to a loan if the principal amount of the loan is $1,000,000 or more and the term of the loan is five years or more, or to a negatively amortizing loan secured by owner-occupied real property originated under a program approved or sponsored by (1) the federal government, including congressionally chartered national corporations; or (2) the state if (A) the real property that secures the loan is not subject to forced sale provided the owner has not violated the terms of the loan agreement including terms regarding (i) payment of property taxes; (ii) payment of hazard or fire insurance premiums; (ili) keeping the property in reasonable repair; (iv) not vacating the property for a period longer than 12 months; (B) the owner may not be evicted from the real property that secures the loan unless a term of the loan agreement regarding a matter listed in (A)(i) - (iv) of this paragraph has been violated; (C) neither the estate nor any heir of the former owner may be compelled to pay a deficiency judgment related to the loan; and (D) the estate or an heir of the former owner has a right of first refusal and may either pay off the loan balance in full, if the former owner had equity in the property, or pay a sum not to exceed 95 percent of the value of the property at the time of exercise of the right of first refusal as determined by an independent real estate appraiser licensed under AS 08.87. (g) Loan contracts and commitments covering one- to four-family dwellings may be prepaid without penalty, except federally insured loans that require a prepayment penalty. (h) If the limitations on interest rates provided for in this section are inconsistent with the provisions of any other statute covering maximum interest, service charges or discount rates then the provisions of the other statute prevail. Closing Cost Calculator Find contract prices here Escrow Overcharges? ; Calculate your exact closing costs for Lookup service prices. Computers, Obtain refunds for lender mistakes. As real estate transactions in NYS Financial Equipment & more seen in the Journal and Money. www.titlevest.com www.4sni.com www.loantech.com Ads by Goooooodle Advertise on this si Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these http://www.touchngo.com/Igicntr/akstats/Statutes /Title45 /Chapter45 /Section010.htm Page 2 of 3 Alaska Statutes: A> 45.45.U LU. Legal Kate or Interest. V¥o/UZ/ZUUD 12:15 EM é- Statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes /Title45 /Chapter45 /Section010.htm Page 3 of 3 Alaska Statutes: AS 36.9U.200. Payment Deadline and Interest 08/02/2006 12:16 PM s ¥ Contract Compliance Tool Bids, RFPs and Contracts Looking for Consultants? On Demand Contract Management Federal, State, Local: email alerts sent Find Thousands of Consultants Ready Solution. See a Free 3min Demo. to you each day. Free Trial to Bid on Your Projects www.ketera.com/ www.BidNet.com www.eWorkMarkets.com Ads by Goooooogle Advertise on this site You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. Alaska Statutes. Title 36. Public Contracts Chapter 90. Miscellaneous Provisions Section 200. Payment Deadline and Interest. previous: Section 100. Contracts For Architectural, Engineering, Land Surveying, or Landscape Architectural Services. next: Section 210. Required Contractual Terms. AS 36.90.200. Payment Deadline and Interest. (a) The state or a political subdivision of the state shall pay the prime contractor for satisfactory performance on a public construction or public works contract within 30 calendar days of the date the state or political subdivision receives a payment request from the prime contractor that complies with the contract. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the subdivision receives a payment request that complies with the contract or within 21 calendar days of the date the subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the state receives a payment request that complies with the contract or within 21 calendar days of the date the state actually receives the federal money, whichever is later. (b) If the prime contractor is not paid as required by (a) of this section, the state or political subdivision shall pay interest on the unpaid amount of the required payment from the 21st calendar day after the date required for payment under (a) of this section at an interest rate that is equal to the amount set out in AS 45.45.010 (a). http://www.touchngo.com/igicntr/akstats /Statutes/Title36/Chapter90/Section200.htm Page 1 of 2 ‘ \ Alaska Statutes: AS 36.9U.2UU. Payment Veadiine and interest. vo/ud/éuu0 12.10 rm (c) If part or all of a payment is going to be withheld for unsatisfactory performance or if the payment request made under (a) of this section does not comply with the requirements of the contract, within eight working days after receipt of the payment request the state or political subdivision shall notify the prime contractor in writing stating specifically why part or all of the payment is being withheld and what remedial actions may be taken by the prime contractor to receive the full payment. (d) If the notification by the state or political subdivision required by (c) of this section does not comply with (c) of this section, the state or political subdivision shall pay interest on the withheld amount from the eighth working day after receipt of the initial payment request until the state or political subdivision provides notice that does comply with (c) of this section. (e) If part or all of a payment is withheld under (c) of this section, the state or political subdivision shall pay the withheld amount within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice or within 21 calendar days after the political subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice, or within 21 calendar days after the subdivision actually receives the money, whichever is later. If the withheld amount is not paid within the 21 calendar days, the state or political subdivision shall pay interest on the withheld amount from the 21st calendar day at an interest rate that is equal to the amount set out in AS 45.45.010 (a). (f) The obligation to pay interest under this section does not apply to retainage. (g) This section does not apply to public construction or public works contracts made by a political subdivision that has a population under 800. Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes /Title36/Chapter90 /Section200.htm Page 2 of 2 ‘ \ Alaska Statutes: AS 45.45.010. Legal Rate of Interest. 08/02/2006 12:18 PM No closing costs Current Mortgage Rates $150,000 loan for $381/month. Apply Shop and Compare Latest Mortgage online today! Rates From Multiple Lenders. Refinance.Low.com www.rateswatch.com Escrow Collections We provide payment processing on Private Notes & Contracts www.notecollection.com You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. _ SOFTWARE ee PARAL LMS SLA AL Ul Le Ll he Alaska Statutes. Title 45. Trade and Commerce Chapter 45. Trade Practices Section 10. Legal Rate of Interest. previous: Chapter 45. Trade Practices next: Section 20. Higher Rate of Interest Prohibited. AS 45.45.010. Legal Rate of Interest. (a) The rate of interest in the state is 10.5 percent a year and no more on money after it is due except as provided in (b) of this section. (b) Interest may not be charged by express agreement of the parties in a contract or loan commitment that is more than five percentage points above the annual rate charged member banks for advances by the 12th Federal Reserve District on the day on which the contract or loan commitment is made. A contract or loan commitment in which the principal amount exceeds $25,000 is exempt from the limitation of this subsection. (c) [Repealed, Sec. 3 ch 84 SLA 1973]. (d) [Repealed, Sec. 2 ch 94 SLA 1981]. (e) [Repealed, Sec. 4 ch 146 SLA 1974]. (f) A bank, credit union, savings and loan institution, pension fund, insurance company, or mortgage company may not require or accept any percent of ownership or profits above its interest rate. This subsection does not http://www.touchngo.com/Igicntr/akstats/Statutes/Title45 /Chapter45 /Section010.htm Page 1 of 3 t \ Alaska Statutes: AS 45.45.01. Legal Rate of Interest. US8/U2Z/2UU6 12:18 PM apply to a loan if the principal amount of the loan is $1,000,000 or more and the term of the loan is five years or more, or to a negatively amortizing loan secured by owner-occupied real property originated under a program approved or sponsored by (1) the federal government, including congressionally chartered national corporations; or (2) the state if (A) the real property that secures the loan is not subject to forced sale provided the owner has not violated the terms of the loan agreement including terms regarding (i) payment of property taxes; (ii) payment of hazard or fire insurance premiums; (ili) keeping the property in reasonable repair; (iv) not vacating the property for a period longer than 12 months; (B) the owner may not be evicted from the real property that secures the loan unless a term of the loan agreement regarding a matter listed in (A)(i) - (iv) of this paragraph has been violated; (C) neither the estate nor any heir of the former owner may be compelled to pay a deficiency judgment related to the loan; and (D) the estate or an heir of the former owner has a right of first refusal and may either pay off the loan balance in full, if the former owner had equity in the property, or pay a sum not to exceed 95 percent of the value of the property at the time of exercise of the right of first refusal as determined by an independent real estate appraiser licensed under AS 08.87. (g) Loan contracts and commitments covering one- to four-family dwellings may be prepaid without penalty, except federally insured loans that require a prepayment penalty. (h) If the limitations on interest rates provided for in this section are inconsistent with the provisions of any other statute covering maximum interest, service charges or discount rates then the provisions of the other statute prevail. Closing Cost Calculator Find contract prices here Escrow Overcharges? ; Calculate your exact closing costs for Lookup service prices. Computers, Obtain refunds for lender mistakes. As real estate transactions in NYS Financial Equipment & more seen in the Journal and Money. www.titievest.com www.4sni.com www.loantech.com Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these http://www.touchngo.com/Igicntr/akstats /Statutes /Title45 /Chapter45 /Section010.htm Page 2 of 3 Alaska Statutes: A> 45.45.U1U. Legal Kate or interest. US/UZ/ZUUD 12:15 FM , _ Statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes /Title45 /Chapter45 /Section010.htm Page 3 of 3 Alaska Statutes: AS 36.9U.200. Payment Deadline and Interest 08/02/2006 12:16 PM Contract Compliance Tool Bids, RFPs and Contracts Looking for Consultants? On Demand Contract Management Federal, State, Local: email alerts sent Find Thousands of Consultants Ready Solution. See a Free 3min Demo. to you each day. Free Trial to Bid on Your Projects www.ketera.com/ www.BidNet.com www.eWorkMarkets.com Ad ooo0o0oal Adverti n this si You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's Website to see how. _ SOFTWARE ATLL ee Ue Alaska Statutes. Title 36. Public Contracts Chapter 90. Miscellaneous Provisions Section 200. Payment Deadline and Interest. previous: Section 100. Contracts For Architectural, Engineering, Land Surveying, or Landscape Architectural Services. next: Section 210. Required Contractual Terms. AS 36.90.200. Payment Deadline and Interest. (a) The state or a political subdivision of the state shall pay the prime contractor for satisfactory performance on a public construction or public works contract within 30 calendar days of the date the state or political subdivision receives a payment request from the prime contractor that complies with the contract. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the subdivision receives a payment request that complies with the contract or within 21 calendar days of the date the subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor for satisfactory performance within 21 calendar days of the date the state receives a payment request that complies with the contract or within 21 calendar days of the date the state actually receives the federal money, whichever is later. (b) If the prime contractor is not paid as required by (a) of this section, the state or political subdivision shall pay interest on the unpaid amount of the required payment from the 21st calendar day after the date required for payment under (a) of this section at an interest rate that is equal to the amount set out in AS 45.45.010 (a). http://www.touchngo.com/igicntr/akstats / Statutes /Title36/Chapter90/Section200.htm Page 1 of 2 Alaska Statutes: AS 36.90.20U. Payment Veadiine and Interest. vo/uc/cuvo 12.10 rm (c) If part or all of a payment is going to be withheld for unsatisfactory performance or if the payment request made under (a) of this section does not comply with the requirements of the contract, within eight working days after receipt of the payment request the state or political subdivision shall notify the prime contractor in writing stating specifically why part or all of the payment is being withheld and what remedial actions may be taken by the prime contractor to receive the full payment. (d) If the notification by the state or political subdivision required by (c) of this section does not comply with (c) of this section, the state or political subdivision shall pay interest on the withheld amount from the eighth working day after receipt of the initial payment request until the state or political subdivision provides notice that does comply with (c) of this section. (e) If part or all of a payment is withheld under (c) of this section, the state or political subdivision shall pay the withheld amount within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice. If a political subdivision is going to use grant money for the contract, the subdivision shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice or within 21 calendar days after the political subdivision actually receives the grant money, whichever is later. If the state is going to use federal money for the contract, the state shall pay the prime contractor within 21 calendar days after the prime contractor satisfactorily completes the remedial actions identified in the notice, or within 21 calendar days after the subdivision actually receives the money, whichever is later. If the withheld amount is not paid within the 21 calendar days, the state or political subdivision shall pay interest on the withheld amount from the 21st calendar day at an interest rate that is equal to the amount set out in AS 45.45.010 (a). (f) The obligation to pay interest under this section does not apply to retainage. (g) This section does not apply to public construction or public works contracts made by a political subdivision that has a population under 800. Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/Igicntr/akstats /Statutes/Title36/Chapter90/Section200.htm Page 2 of 2 Alaska Statutes: AS 45.45.010. Legal Rate of Interest. 08/02/2006 12:18 PM A No closing costs Current Mortgage Rates Escrow Collections $150,000 loan for $381/month. Apply Shop and Compare Latest Mortgage We provide payment processing on online today! Rates From Multiple Lenders. Private Notes & Contracts Refinance.Low.com www.rateswatch.com www.notecollection.com You can also go to The Alaska Legal Resource Center or search the entire website. Touch N' Go®, the DeskTop In-and-Out Board makes your office run smoother. Visit Touch N' Go's W ebsite to see how. Sat HOTLINK PULL athe eatcar acall POPC [2 ROS anne ere Enea SRO SEINE WC P ITD UR er Sore as TOOTS) 2 Dae SC Alaska Statutes. Title 45. Trade and Commerce Chapter 45. Trade Practices Section 10. Legal Rate of Interest. previous: Chapter 45. Trade Practices next: Section 20. Higher Rate of Interest Prohibited. AS 45.45.010. Legal Rate of Interest. (a) The rate of interest in the state is 10.5 percent a year and no more on money after it is due except as provided in (b) of this section. (b) Interest may not be charged by express agreement of the parties in a contract or loan commitment that is more than five percentage points above the annual rate charged member banks for advances by the 12th Federal Reserve District on the day on which the contract or loan commitment is made. A contract or loan commitment in which the principal amount exceeds $25,000 is exempt from the limitation of this subsection. (c) [Repealed, Sec. 3 ch 84 SLA 1973]. (d) [Repealed, Sec. 2 ch 94 SLA 1981]. (e) (Repealed, Sec. 4 ch 146 SLA 1974]. (f) A bank, credit union, savings and loan institution, pension fund, insurance company, or mortgage company may not require or accept any percent of ownership or profits above its interest rate. This subsection does not http://www.touchngo.com/Igicntr/akstats /Statutes/Title45 /Chapter45 /Section010.htm Page 1 of 3 Alaska Statutes: AS 45.45.U10U. Legal Kate of Interest. U8/U2Z/2UUb 12:18 PM apply to a loan if the principal amount of the loan is $1,000,000 or more and the term of the loan is five years or more, or to a negatively amortizing loan secured by owner-occupied real property originated under a program approved or sponsored by (1) the federal government, including congressionally chartered national corporations; or (2) the state if (A) the real property that secures the loan is not subject to forced sale provided the owner has not violated the terms of the loan agreement including terms regarding (i) payment of property taxes; (ii) payment of hazard or fire insurance premiums; (ili) keeping the property in reasonable repair; (iv) not vacating the property for a period longer than 12 months; (B) the owner may not be evicted from the real property that secures the loan unless a term of the loan agreement regarding a matter listed in (A)(i) - (iv) of this paragraph has been violated; (C) neither the estate nor any heir of the former owner may be compelled to pay a deficiency judgment related to the loan; and (D) the estate or an heir of the former owner has a right of first refusal and may either pay off the loan balance in full, if the former owner had equity in the property, or pay a sum not to exceed 95 percent of the value of the property at the time of exercise of the right of first refusal as determined by an independent real estate appraiser licensed under AS 08.87. (g) Loan contracts and commitments covering one- to four-family dwellings may be prepaid without penalty, except federally insured loans that require a prepayment penalty. (h) If the limitations on interest rates provided for in this section are inconsistent with the provisions of any other statute covering maximum interest, service charges or discount rates then the provisions of the other statute prevail. Closing Cost Calculator Find contract prices here Escrow Overcharges? Calculate your exact closing costs for Lookup service prices. Computers, Obtain refunds for lender mistakes. As real estate transactions in NYS Financial Equipment & more seen in the Journal and Money. www.titlevest.com www.4sni.com www.loantech.com Ads by Goooooogle Adverti is si Note to HTML Version: This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these http://www.touchngo.com/igicntr/akstats/Statutes/Title45/Chapter45 /Section010.htm Page 2 of 3 Alaska Statutes: A> 45.49.U1U. Legal Kate or interest. Uo/UZ/ZUUD 12:15 YM Statutes, see, Alaska State Legislature If any errors are found, please e-mail Touch N' Go systems at E-mail. ‘We hope you find this information useful. Last modified 9/3/2005 http://www.touchngo.com/igicntr/akstats /Statutes/Title45 /Chapter45 /Section010.htm Page 3 of 3 Re: MLP contract Page | of 1 Brenda Applegate From: Christopher Rutz Sent: | Wednesday, August 02, 2006 9:29 AM To: Brenda Applegate Ce: Sara Fisher-Goad; James Strandberg Subject: Re: MLP contract The issue for ML&P is back to them getting advances and wanting to collect interest.. Jim and | need to discuss this with you and have languge to propose if this works. As | understand talking with Sara, we may be able to do the advance payment but they don’t get to keep the interest. The other concern was interest expense and it appears that they may want to move to the standard statutory rate vs what is in the agreement.. We need to check on that and verify before tomorrow’s meeting. Christopher Rutz C.P.M. Procurement Manager AIDEA/AEA 813 West Northern Lights Anchorage, AK 99503 Phone: 907-269-3015 Fax: 907-269-3044 From: Brenda Applegate <bapplegate@aidea.org> Date: Wed, 2 Aug 2006 09:13:10 -0800 To: Christopher Rutz <crutz@aidea.org>, Sara Fisher-Goad <SFisherGoad@aidea.org> Subject: MLP contract | talked to Phil about getting advances for the intertie appropriation. She said no problem. We can get up to one years worth at a time. How far out are we from being ready to spend money? Phil said it would take them a couple weeks to get us the funds. I'll check with Jim regarding cashflows to see if he has estimates on timing of work so we can get an estimate for the next year. 8/2/2006 Brenda Applegate From: Sara Fisher-Goad Sent: Wednesday, August 02, 2006 11:09 AM To: Valorie Walker; Brenda Applegate; Terry Johnson; Amy McCollum Subject: FW: Tobacco Settlement Funding Terry and Amy - hold the Nome grant. VFW and Brenda - KSY??? ----- Original Message----- From: Phil Bennett [mailto:Phil_Bennett@commerce.state.ak.us] Sent: Wednesday, August 02, 2006 10:16 AM To: Michael L Black; Sara Fisher-Goad; Jo E Grove; Melanie R Greer Cc: Samuel Thomas Subject: Tobacco Settlement Funding A little heads up..... Regarding the Legislative grants funded with the tobacco settlement (settlement resulting in issuing of bonds), as of today that is on hold per Dept of Revenue. So it's probably best to: (1) Not sign the out going grant agreements yet; (2) Notify the grantees accordingly; and (3) Make sure each grant has a clause that states something to the effect that "this grant is being funded by ........ and if entire amount of revenue is not received, Commerce (AEA) will reduce the grant amount accordingly...." Thanks AAM 35.100 send a duplicate of the original invoice. The best way to prevent a duplicate payment is to settle all obligations promptly and to pay only from original invoices or certified copies of the original invoice. Prepayments of Charges, Contracts, and Lease Payments At times it is in the state's best interest to prepay contracts, leases, or charges. It is the disbursing agency's responsibility to clearly document why the prepayment is in the state's best interest (i.e., the discount provided by the landlord exceeded the interest the prepayment would have earned had the funds remained with treasury and the lease payments had been made over time). Prepayments in excess of $100,000 should be brought to the attention of treasury for fiscal review of the revenue earning opportunity lost. In many cases, prepayments will be for services covering more than one fiscal year. These prepayments will generally be recognized as an expense/expenditure in the year in which the funds are disbursed. However, prepayments may not be used to circumvent the budgeting process. Scheduled payments due in July are charged to a suspense account in June. Journal entries are processed in July to clear this suspense account, and charge the appropriate years appropriation. Foreign Exchange Rate (01-06) All state agencies doing business with foreign firms, if invoiced in other than U.S. currency, will contact a local bank for the current rate of exchange. Payment will be made directly to the vendor. (01-06) In order to rapidly process invoices for payment, they should be approved and certified at the lowest level possible consistent with maintaining strong internal control. Alaska Administrative Manual - Accounting Expenditures 35.5 Interest costs (including interest and penalties not covered by AS 37.05.285) shall be charged to the budget of the state agency that purchased the goods and services. The provisions of AS 37.05.285 do not apply: 1. Ifthe cost of the goods or services purchased exceeds $500,000. 2. To payment for specific goods or services in dispute after a seller of goods or services receives notice from the state official responsible for authorizing payment for goods and services that the amount of the invoice or quality of specific goods or services is in dispute and stating the reasons for the dispute. 3. Toa contract covered by AS 36.90.010. | AAM 35.130 | Uniform Procurement (01-06) Agencies are required to comply with AS 36.30 and their delegation of authority under this statute prior to making any payment for procurement of goods or services. AAM 35.140 | Unauthorized Expenditures (04-06) Tangible items, services, and training that are required to conduct state business are generally authorized. Expenditures that are not essential to state operations are generally unauthorized. Unauthorized expenditures include those that have no clear public purpose or benefit individual employees more than the state. The following list includes examples of items that are generally not authorized. An agency head may specifically authorize listed items when the mission of the agency or the business requirements for individual job duties justify such an expenditure. 1. Printing: Printing of a personal nature, such as personal letterhead stationary, holiday cards, or personal photographs. (Photo galleries maintained as state property are generally authorized.) 2. Fixtures and Equipment: Nonessential office fixtures and equipment such as personalized items, occasional furniture, wall pictures or framing of same, pen and pencil desk sets, ete. (Microwave ovens, Alaska Administrative Manual - Accounting Expenditures 35.6 DOC BodyPage Page 1 of 1 (a) Payment for purchases of goods or services provided a state agency shall be made by a required payment date that is (1) the date on which payment is due under the terms of a contract; or (2) 30 days after receipt of a proper billing for the amount of the payment due, if a date on which payment is due is not established by contract and if the billing contains or is accompanied by documents required by the contract or purchase order. (b) Ifa seller offers a discount from the amount otherwise due for property or services in exchange for payment within a specified period of time, the state agency may make payment in an amount equal to the discounted price only if payment is made within the specified period of time. (c) If payment for goods or services purchased by the state is not made on or before a required payment date under (a) of this section, the State shall pay interest on the unpaid balance from the, _ required payment date at the rate of 1.5 percent a month i i . If the interest- bearing period of time is either (1) a fraction of a month or (2) one or more full months plus a fraction of a month, the state agency shall pay the same amount of interest for the fraction of a month as it would pay for a full month. (d) This section does not apply (1) if the cost of the goods or services purchased exceeds $500,000; (2) to payment for specific goods or services in dispute after a seller of goods or services receives notice from the state official responsible for authorizing payment for goods and services that the amount of the invoice or quality of specific goods or services is in dispute and stating the reasons for the dispute; the state agency shall pay for the specific goods or services in dispute within 30 days after resolution of the dispute; or (3) to a contract covered by AS 36.90.200 - 36.90.290. (e) Interest paid under (c) of this section shall be charged to the budget of the state agency that purchased the goods or services. (f) In this section (1) "dispute" means a determination by the state official responsible for authorizing the payments for the purchase of goods or services that the performance or price charged is not in compliance with the terms of the contract or purchase order; (2) payment is considered made on the date when the payment is personally delivered to the seller or agent of the seller or on the date the payment is mailed; (3) "state agency" has the meaning given in AS 37.05.990 and also includes the legislative and judicial branches http://www. legis.state.ak.us/cgi-bin/folioisa.dll/stattx05/query=*/doc/{t14533}/pageitems={... 8/2/2006 MLP MUNICIPAL LIGHT & POWER October 10, 2005 Sara Fisher-Goad, Financial Analyst Alaska Energy Authority 813 West Northern Lights Blvd. Anchorage, AK 99503 RE: Grant Report Number 12, Grant Agreement Number 2195150, Eklutna Project Transmission Line Upgrade Dear Ms. Fisher-Goad, Please find the enclosed financial progress report on the Eklutna Project Transmission Line Upgrade capital grant for the third quarter of 2005. We have attached all supporting documentation for your records. If you have any questions regarding this report, please feel free to contact Carla Duncan at 263-5425 or myself at 263-5205. Sincerely, K hadé MIO Richard E. Miller Finance Manager & Assistant General Manager Enclosures ce James Posey, ML&P Bob Day, ML&P Carla Duncan, ML&P Catherine Gettler, Finance Department Grant Accounting Lance Powell, ML&P 1200 East First Avenue » Anchorage, Alaska » 99501-1685 Phone 907.279.7671 ° Fax 907.263.5862 www.mlandp.com DESIGNATED CAPITAL GRANT FINANCIAL/PROGRESS REPORT STATE OF ALASKA ALASKA ENERGY AUTHORITY Grantee: Report Number: 12 Final: |_|Yes [_]No Municipal Light & Power, Municipality of Anchorage Project Name: Eklutna Project Transmission Line Upgrade _| Report Period: Grant Number: 2195150 From: 07/01/05 To: 09/30/05 STATE SHARE GRANT FU Authorized Expenditures this Total Expenditures to Balance of Grant Cost Category Budget* Report Period** Date Funds Program Funds $17,514,809.00 $ 67,069.73 $1,188,670.87 $16,326,138.13 Administration $1,930,000.00 $ 6,706.97 $118,867.08 $ 1,811,132.92 Total this Report | $19,444,809.00 $ 73,776.70 $1,307,537.95 $18,137,271.05 Less/Advance/DVP*** $2,748,458.75 Interest Earnings This $ 22,589.00 Report I Net Reimbursement $(2,697,271.05) lakes Re SOS Ped! During this reporting period, Dryden & LaRue, Inc. has completed the initial design of the line rebuild. The construction contract is completed and has been sent to MOA Purchasing. The easement acquisition process has been hindered by one of the Eklutna partners, MEA, which objects to the use of their name in the easements. Although the Eklutna Operating Committee passed the vote to proceed with the project, with MEA’s objection, there is some question about how that relates to land rights. Legal council has been contacted for advice regarding the issue, and the issue has yet to be resolved. During the next reporting period, we will be working with the consulting engineer on easement acquisitions, engineering, and estimates for the rebuild of the Eklutna transmission line from the Eklutna Plant to the Briggs Tap. MOA Purchasing will put the contract out to bid. When the bids are received the contract will be awarded (with MOA Assembly approval). * We will amend the budget to reflect interest earnings as they become available. Program funds equal original grant of $17,370,000.00 plus interest earned. **The totals contain all the material expenditures for the period. However, the accounting period for 3rd quarter 2005 is not closed and any further adjustment to this grant will be reported in the next period. ***T he total reflected in the Less/Advance/DVP column reflects last quarter’s Net Reimbursement. Grantee Certification: I certify that the above information is true and correct, and that expenditures have been made for the purpose of, and Authority Staff Use: in accordayty with, applicable grant agreement terms and conditions. Encumbrance No: 7 . EK EYWLAK _yo-tas— | Signature Date ayment Amount: Richard E. Miller, Finance Manager Authority Approval: Name and Title Date: Municipal Light & Power - Municipality of Anchorage ] Grant Agreement Number 2195150 Breakdown of 3rd Qtr 2005 Expenditures Eklutna Project Transmission Line Upgrade [| |_| L| ML&P Project M1516 L] {| | L | | || tl | | | Class | Total Hours/ | Total | | Activit |Vendor/Description | Code Invoice# | | Dollars | Wages Onl — ] ——es- a T 7 a | | | 2300 Design Supervision | | Labor | 8110 0 [$ : Benefits | 8130-8744 IB : $ : |Admin & Gen Overhead | 8310 AG00000001 $ : Engineering Overhead | 8358 ENG0000001 LS : 4 $ = | | 2310 Designer Labor 8110 55 $ 2,185.15 Benefits 8130-8744 $ 1,546.43 $ 3,731.58 Admin & Gen Overhead 8310 AG00000001 $ 537.34 |Engineering Overhead | 8358 ENG0000001 $ 1,641.89 | | $ 5,910.84 | | 4001 Consultants Dryden and Larue | 8611 AP00472972 $ 32,148.58 Dryden and Larue 8611 |_| AP00475285 $ 24,489.03 Kemppel, Huffman & Ellis, P.C. | 8321 AP00472972 $ 1,974.00 | | Kemppel, Huffman & Ellis, P.C. 8321 |_| AP00475285 $ 3,084.65 Admin & Gen Overhead 8310 AG00000001 $ 6,169.63 i $ 67,865.89 | | | [ | | | Total Wages Only: | Total for Quarter:| | L$ 73,776.70 | | $ 3,731.58 | M4195 Interest Income thru 09/29/05 {| 8010 CIP Int $ 22,589.00 Municipal Light & Power | Project M1516 - Eklutna Project Transmission Line Upgrade Charges thru 09/30/05 - Interest thru 9/29/05 Activi 2300 Expenditures |Design Supervision Grant #2195150 Hours / Vendor _ Class 8110/8744 8120 8310 8358 |Labor / Benefits Overtime Wages [A&G Overhead (Engineering Overhead 4,991.31 697.84 1,987.11 © 7,676.26 Thru September 30, 2005 4,991.31 | $ - ($ 697.84 $ 1,987.11) $ 7,676.26 $ 4,991.31 697.84 + 1,987.11 Designer Amt Submitted Balance é 8110/8744 [Labor / Benefits 41,032.41 41,032.41 | $ 41,032.41 = 8120 Overtime Wages % 8301 ‘CEA Labor - Gropp/Massin 710.35 710.35 | $ 8310 8358 [A&G Overhead [Engineering Overhead 5,793.60 16,193.32 5,793.60 | $ 16,193.32 | $ e778 TS 5,793.60 16,193.32 °* 63,729.68 Design Drafting Amt Submitted Grant Reimb Labor / Benefits In House ROW it Submitted Grant Reimb 8110/8744 Labor / Benefits 6,175.78 8120 Overtime Wages 8310 A&G Overhead 812.67 8358 Engineering Overhead 1,950.90 1,950.90 | | 8,939.35 8,939.35 Amt Submitted | __ 2550 | Class | 8110/8744 Supp Surveying ‘Labor / Benefits 8120 Overtime Wages 8301 |Professional Services a] | 1) ES [Supp Drafting Glass 1 8110/8744 8120 Labor / Benefits Overtime Wages 8149 8310 (Employer Cost Distribution A&G Overhead 8358 [Engineering Overhead Trans ROW sate aa ener 9] | on] | | oo [Labor / Benefits Overtime Wages Professional Services Distr ROW 8110/8744 Labor / Benefits Overtime Wages } er) [8301 ! [Professional Services 1 | | Municipal Light & Power | | | Project M1516 - Eklutna Project Transmission Line Upgrade | | Grant #2195150 Charges thru 09/30/05 - Interest thru 9/29/05 Thru September 30, 2005 | | I “Activity | | 3 | | _ 3660 | Primary Conduit | | ‘ AmtSubmitted | GrantReimb Balance | Class I I [ | a [8110/8744 _|Labor / Benefits | 0 $ - - ($s - $s - {$s - I 8120 Overtime Wages |s : - $ = $ - $ 5 T 8301 [Professional Services | $ : SS Sails) ames ~ i | | is - | il P| Activity | | CC a a! 3671 | Primary Trenching | | Amt Subm Balance ; } Class __| | | i | | [8110/8744 [Labor / Benefits [ 0 [s - -_|$ an - [$s a of | 8120 Overtime Wages [$s : -_ ($s : $ - $ : I 8301 Professional Services [s - - ($s Sams als 7 { [s ae: - [$s - I$ -_ Is : { $ ; ; : - 18 a 1 | | i . af ene = _ Activity 7 I | i : ___ 4000 Construction - Materials it Submit Grant Reimb Balance ‘ i Class | | | ‘ | ¥ ‘ 8110/8744 _|Labor/ Benefits | 0 $ : - ($s - I$ - I$ : a | 8120 Overtime Wages | $ -_# - ($ os wk} = Hf 8301 Professional Services $ - 3 -_ I$ : $ = Ss : 4 1 2 pS 4004 Consultants | “| ‘Amt Submitted |" Grant Reimb = Balance 34 Class ! 4 8110/8744 _|Labor/ Benefits | 0 [s - 4 - 1 - ($s -_ I$ -_ 4 { [8321 Legal Services | Kempell $ 19,242.65 19,242.65 | $ - [$§ - 1s 19,242.65 © |___8321 Legal Services CEA [s 9,946.18 9,946.18 | $ -_|$ - 1s 9,946.18 | 8606 _ Legal Services Kempell $ 7,821.00 7,821.00 | $ - 1 - 1s 7,821.00 [8611 Eng Labor Contracted Dryden S___1,077,704.63 1,077,704.63 | $ -_ Is = _| $_1,077,704.63 = [8310 [A&G Overhead Applied 10% $111,471.45 © 111,471.45 | $ $ $111,471.45 ‘ [ T $__1,226, 185.91 7,226,185.9) z Construction Contractors Glass 8110/8744 _|Labor/ Benefits 0 8321 Legal Services it 8321 Legal Services | 8611 __|Eng Labor Contracted 8310 [A&G Overhead Applied I ale Tt Ti 19,300,000.00 ‘OTAL PROJECT COSTS ; ITAL PROJECT COSTS Ts 307,537.55 2 Total Purchases by Vendor) T I Total Hours a Vendor Amt Charged Total ~ Straight Time Labor | $ 52,852.21 791.00 [ « (Diyden & Larue $___1,077,704.63 | $ > |S 1,077,704.63 Overtime Labor $s - Kempell, Huffman Ss 27,063.65 | $ - $ 27,063.65 = -' A&G Overhead $ 118,867.08 | GEA Legal $ 9,946.18 | $ : $ 9,946.18 © Engin Overhead $ 20,393.85 { -ICEA- Eng Labor $ 710.35 | $ - |$ 710.35 endor Purchases $ 1,115,424.81 | $ -_ |s - |$s : i $ 1,307,537 95 | s = 1s - {$s = Rec'd’: 20% of Total Grant - 42/08/02 Cit 193706 $ - 18 -{s 5 $ : $ : $ : $ = {'s 210 -_# Sub-Total’ $ _1,115,424.81 | $ = |S 4,115,424.81_ Foot| $ 4,115,424.81 | £ | | A&G Overhead $ 118,867.08 | $ - |$ 118,867.08 © | M4195-3110 | $ (122,220.00) 4 Engin Overhead [s 20,393.85 $ am 20,393.85 © Interest Earned this Quarter - 3rd Qtr 05 $ (22,589.00) $ 52,852.21 | $ - I$ 52,852.21 Interest Earned to Date - 06/30/05: $ (144,809.00) Foot | $ _1,307,537.95 | $ = | $ _1,307,537.95 Bal of Advance: (2,697, 271.05) Eklutna Grant Interest Earned 3rd Qtr 2005 Activil 4 um : Re ; tials iiss aS : 73 ~ Res Proj/Grt ID Class... Amount | AcctgDate’ JournalID.. ~~ Description » Acct DeptID Type Category M4195 3110 8010 “6,110.00 2005-07-18 0000472283 ‘CIP 06/05 INT @2.66/67% 4195 M2001. REVEN 6010. | M4195 3110 8010-8, 174.00 2005-08-15 0000474276 CIP 07/05 INT @3.56622% 4195 M2001 REVEN 8010 1M4195 3110-8010 -8,305.00 2005-09-16 0000476824 CIP 08/05 INT @3.66048% 4195 M2001. REVEN 8010 _ _ Lt jt -22,589.00 it [{ __ an | LI Page 1 Eklutna Transmission Line Grant #2195150 3rd Qtr 2005 Admin General Activity Sum Res Proj/Grt ID Class | Amount AcctgDate — Journal ID Description Acct DeptID Type Mi5i6. 2310. ~+~«8310 ~~ 71.24 «2005-07-31 07050493 A&G Alloc July05-10% = 1071 M2001 A&G M1516 2310s 8310~———=*177.13 2005-09-20 09050463 A&G AllocAug 05-10% == 1071 M2001 A&G M1516 2310 — 8310 288.97 2005-09-30 09050522 = A&GAllocSept05-10% 1071 += M2001_—Ss A&G M1516 4001 —«-8310~=———3,412.26 2005-07-31 07050493 A&GAlloc July05-10% = 1071. «M2001 A&G M1516 4001 8310 2,757.37 2005-09-20 09050463 = A&G Allloc Aug 05 - 10% 1071. M2001. A&G Total A&G 6,706.97 Page 1 Eklutna Transmission Line Grant #2195150 3rd Qtr 2005 Engineering Overhead ctiv i um Res ID Class Amount Acctg Date Journal ID_ Description Acct DeptID Type ProjiGrt Mis16 2310-8358 ~—«217.69 2005-07-31 ENGO000001 + ‘ENGOVERHEAD 44PERCENT 1071. M4300 ‘ENGOV M1516___2310 8358 541.22 2005-08-31 ENG0000001 ENG OVERHEAD 44PERCENT 1071. M4300 ENGOV M1516 2310 8358 —_ 882.98 2005-09-30 ENG0000001_ ENG OVERHEAD 44 PERCENT 1071 M4300 ENGOV 1,641.89 et Deepen & a Z -_ LI LI | | It TE [TT || Page 1 um | um Eklutna Transmission Line Grant #2195150 MLP Project #M1516 Journal ID ie | 3rd Qtr 2005 | Voucher); | Res | Quantity Amount Description Acct DeptID ID | type | 1.00 39.73 2005-07-10 1071 M4300 TABOR 8110 0.00 6.00 2005-07-10 1071 M4300 LABOR 8130 0.00 14.52 2005-07-10 1071 M4300 LABOR 8140 0.00 0.34 2005-07-10 1071 M4300 LABOR 8743 0.00 0.91 2005-07-10 1071 M4300 LABOR 8744 7.00 278.11 2005-07-24 a 1071 M4300 LABOR __ 8110 0.00 42.03 2005-07-24 1071 M4300 LABOR _ 8130 0.00 52.18 2005-07-24 1071 M4300 LABOR __ 8140 0.00 2.34 2005-07-24 1071 M4300 LABOR 8743 0.00 6.34 2005-07-24 1071 M4300 LABOR 8744 0.00 52.25 2005-07-31 EMP0000001 EMP COST ALLOC 1071 M4300 EMPCD_ 8149 7.00 278.11 2005-08-07 1071 M4300 LABOR 8110 0.00 42.04 2005-08-07 l 1071 M4300 LABOR _ 8130 0.00 100.46 2005-08-07 1071 M4300 LABOR _ 8140 0.00 0.28 2005-08-07 1071 M4300 LABOR 8743 aA 0.00 6.88 | 2005-08-07 1071 M4300 LABOR 8744 10.00 397.30 2005-08-21 1071 M4300 LABOR 8110 0.00 60.05 2005-08-21 1071 M4300 _ LABOR 8130 0.00 145.06 2005-08-21 1071 M4300 LABOR 8140 0.00 0.39 2005-08-21 1071 M4300 LABOR 8743 0.00 9.85 2005-08-21 1071 M4300 LABOR 8744 | 0.00 189.63 2005-08-31 EMP0000001 EMP COST ALLOC 1071 M4300 EMPCD_ 8149 9.00 357.57 2005-09-04 1071 M4300 LABOR 8110 il 0.00 _ 54.04 2005-09-04 1071 M4300 LABOR 8130 A 0.00 129.15 2005-09-04 1071 M4300 LABOR 8140 HL 0.00 3.58 2005-09-04 1071 M4300 LABOR 8743 0.00 _ 8.86 2005-09-04 1071. M4300 _ LABOR 8744 9.00 357.57 2005-09-18 1071 M4300 LABOR 8110 0.00 50.25 2005-09-18 1071 M4300 LABOR 8130 0.00 126.42 2005-09-18 DONO 07. MA SOO NIE LABOR 8140 0.00 3.56 2005-09-18 1071 M4300 _ LABOR 8743 0.00 8.87 2005-09-18 wl 1071 M4300 LABOR 8744 12.00 476.76 2005-09-30 __ mv 1071: M4300, LABOR 8110 0.00 62.30 2005-09-30 i 1071 M4300 _ LABOR 3.8130) 0s 0.00 161.65 2005-09-30 __ 1071. M4300 __ LABOR 8140 0.00 —_ 4.77. ~—- 2005-09-30 | ll 1071 M4300 LABOR 8743 0.00 11.83 2005-09-30 __ UI 1071. M4300 _ LABOR 8744 0.00 189.60 2005-09-30 EMP0000001 EMP COST ALLOC il 1071 M4300 _ EMPCD_ 8149 55.00 3,731.58 Page 1 Eklutna Transmission Line Grant #2195150 3rd Qtr 2005 MLP Project #M1516 | Activity 7 ] | um um) | oucher TI Proj/Grt ID | | Class| EmpliD | Quantity Amount | |Acctg Date Journal ID Description [Acct Depttn | ID ie i cilautiey | POID amount) | Journ io | ne M1516 2310 8310 0.00 71.24 2005-07-31 07050493 — A&G Alloc July 05 - 10% 071 M2001 ea 8310 M1516 2310 8310 0.00 177.13 2005-09-20 09050463 _ A&G Alloc Aug 05 - 10% 1071 M2001 A&G 8310 M1516 2310 8310 0.00 288.97 2005-09-30 09050522 A&G Alloc Sept 05 - 10% 1071 M2001 A&G 8310 0.00 537.34 M1516 2310 8358 0.00 217.69 2005-07-31 ENGO000001 ENG OVERHEAD 44PERCENT_ 1071 M4300 cat ENGOV_ 8358 M1516 2310 8358 0.00 541.22 2005-08-31 ENG0000001 ENG OVERHEAD 44 PERCENT 1071 M4300 ENGOV_ 8358 M1516 2310 8358 0.00 882.98 2005-09-30 ~ENGO000001 ENG OVERHEAD 44PERCENT_ 1071 M4300 ENGOV_ 8358 0.00 _ 1,641.89 pit a Total Phase 2310: 5,910.81 M1516 4001 8310 0.00 3,412.26 2005-07-31 07050493 A&G Alloc July 05 - 10% 1071 M2001 A&G 8310 M1516 4001 8310 0.00 2,757.37 2005-09-20 09050463 A&G Alloc Aug 05 - 10% 1071 M2001 A&G 8310 0.00 6,169.63 M1516 4001 8321 0.00 y¥ 1,974.00 2005-07-27 AP00472972 Legal Services 1071 M8040 70044703. OTHER 8321 i M1516 4001 8321 0.00 X 3,084.65 2005-08-29 AP00475285 Legal Services 1071 M8040 ~=—s-_- 70044981. «OTHER 8321 0.00 5,058.65 E M1516 4001 _ 8611 0.00 *¥ 32,148.58 2005-07-27 AP00472972 Prof Svcs 1071 M4300 70044676 CAPOT 8611 0000234151 M1516 4001 8611 0.00 x24,489.03 2005-08-29 AP00475285 Prof Svcs 1071 M4300 70044974. CAPOT_ 8611 0000234151 0.00 _ 56,637.61 LI |_| | [Total Phase 4001: | [67,865.89] | Hie | | LI [ | [ [ L] | | [| | Bee | Heal F Grand Total: 55.00| | 73,776.70| CI | _ aa Page 2 Ouccandemmios, ) Corde Dano STANDARD AGREEMENT FORM 25° > ©> 1. AEA Contract 2. Contract Title 3. Financial 4. Agency Assigned Encumbrance No. Teeland/Douglas Transmission Line Upgrade 5. Vendor Number This contract is between the 8. Alaska Energy Authority (hereinafter the “Authority” or “AEA” 9. Contractor Municipality of Anchorage d/b/a Municipal Light & Power (hereinafter “Contractor” or “ML&P”’) Mailing Address Street or P.O. Box City State ZIP +4 Same as Street 1200 East First Avenue Anchorage Alaska 99501-1685 AGREEMENT Based on the recitals provided in Appendix A (“Background”), AEA and ML&P agree as follows: ARTICLE |. Scope of Work. ML&P shall perform the project work as defined in this Agreement in accordance with the terms and conditions set forth in Appendix B (“Scope of Work”) of this Agreement. ARTICLE Il. Payment. AEA shall pay ML&P for all project expenses eligible for reimbursement an amount not to exceed NINETEEN MILLION FIVE HUNDRED THOUSAND ($19,500,000.00), subject to and in accordance with the terms and conditions set forth in Appendix C of this Agreement (“Payment”). ARTICLE Ill. Period of Performance. This Agreement shall be effective upon the date of the last signature below by either of the parties and the project work contemplated hereunder shall be completed no later than December 31, 2010. ARTICLE IV. Other Terms and Conditions. The rights and obligations of AEA and ML&P are subject to the terms and conditions set forth in Appendix D of this Agreement (“Indemnity, Warranties and Insurance”) and Appendix E (“General Conditions”). When billing the Authority, ML&P shall refer to the AEA Contract Number and send the billing addressed as provided in Item 11, below: 11. Alaska Energy Authority Mailing Address Attention: 813 West Northern Lights, Anchorage, AK 99502 Bernie Smith 12. ML&P AEA Name of Firm Municipal Light and Power Alaska Energy Authority Signature of Authorized Representative Signature of Authorized Representative Typed or Printed Name of Authorized Representative and Title Typed or Printed Name of Authorized Representative and Title James M. Posey, General Manager Ron Miller, Executive Director Date Date TABLE OF CONTENTS STANDARD AGREEMENT FORD ..........cccccsscssesssseseeeseeseeseeseeseeaeesuseuseuseuseeaeeaeeaeeaeseeseeseeateaeeeeees 1 APPENDIX A. BACKGROUND. ..........cccsssssessesseseesesseseesseseesesseeaesaesaeseeseeseesesaeeaesaecaeseesseseesteaeanes 4 APPENDIX B. SCOPE OF WORK. ........:ccccsscssessessesesessesssesesseesesaeseesseseeseeaeesecaesaeeneseesteateneeaseasenes 5 BAL DERINITIONS leesea ares cela tcreee ae dlene cleeven pale carseat eased rata a beseet st deree de deacte cebeeg erate aera tea B.2. GENERAL SCOPE OF WORK AND STANDARDS OF PERFORMANCE ........:-cssceseeeseessesseeseeeneesreeee B.3. PROJECT MANAGEMENT TASKS. .........c:cceceeseeeeeesecereeeeeeeseeneeceeesaeeeeeaeeneeeeesaeenesneeeneeneeeeees (a) General Requirements ..... (b) Specific Tasks........... i (i) Progress Reports. autepeesednncssateesustentgetestestetsectcetersehateeierevepestegi¥ics sat (ii) Communications. Rese euataeubcstatenvare mesa hastenssysevavsuspronsvestuessapesrasyzeralaan ( ( 5 5 5 5 6 6 6 iii) Procurement............ 6 iv) Budgeting and Scheduling ................ war. B.4. PROJECT PHASES - GENERAL REQUIREMENTS....... 6 B.5. PHASE 1 - PROJECT OVERVIEW AND MOBILIZATION 7 () | NOC ROVIOW .n nce neccecsasesscteseecceatesvetssasseserrtstetseee 7 (b) Budget Development and Implementation.. 8 (c) Initial Determinations .........cccccceeeeeees 8 (d) Time for Performance and Scheduling 8 B.6. PHASE 2- PERMITTING ........:.cecesseeseeseeeee 8 B.7. PHASE 3 - RIGHT OF WAY ACQUISITION .......cceccseseeesseseeeseeeeeseceecescnecaecsetaeeaeseeeeseeaeesesesnees 8 B.8.) PHASE!4 = DESIGN). s1is-csescorepeescessscnavestsvesveovevevacravesssusruaveconseresasersnacisusbasresusscesvsssnttvesrastaress 9 B.9. PHASE 5 - CONSTRUCTION... ccceeseeeeeseeeeeeeeeeee 9 B.10. PHASE 6 - SWITCH OVER AND AEA FINAL REVIEW APPENDIX C. PAYMENT ........scscscsssssssssessssesesessesesecenseseesesecseseceuseseeauseauseseeseseeseseensaeseeatanseeasots C.1. AMOUNT OF AGREEMENT ...........c:ccssceeceeseeseesseeseesseeseceseeseesaeesseeseceseesaeeseesseesseeseeseseseeneteetee 11 (a) Total Amount............. - (b) AEA Budget COSIS cis icscciaiescctavestevazesercoccnctesccuvsxsertsnevsgeveseiecsvteussstecstssseiausen oad C.2. AUTHORIZATION AND BUDGET FOR SUBSEQUENT PHASES .........c::ccseeseeseeseeeeees (a) Request to Procee®..........seescssscssescesssssseeseseneees (b) Notice to Proceed (NTP)... i (C) NTP AMO@NAMENES ...... ccc eccecceteeesestccnseeseeeseesecesccsesesceseccsecessesecesscasesscsasesecsaseseeasensesesoas (d) No Liability or Waiver Dy AEA .......:ccccccceccescecesessescescessessesseecsecsecsecsecsecseessessiecsesseesseesiens C.3. CONCURRENT PHASE WORK... 7 G.4. “ACCOUNTING iiscsenscecssessnssovesserssesseseectenssee is C.5. PAYMENT PROVISIONS AND BILLING PERIOD ............:csscsssssssssssessssoseesossevossessstecssesveresenseoees (a) Eligible Costs And Timing ........ccccccccecececceteeseceseesecesecesccneeeseeecesessscesesesseeseeseseenesereseatees (b) Variations Between Invoices and Budget. (c) Combined Financial/Progress Reports... (d) INCCTIM INVOICES 0.0... ee eeeeetceetteeeteetteeeeteeteseenees C.6. NOTIFICATION OF FUNDING SHORTFALL ..........:00065 C.7. REFUND FOR UNNECESSARY LAND ACQUISITION. C.8 ALLOWABLE COSTS............cscsecscsorsreersevererversoroscoressorneroane APPENDIX D. WARRANTIES, INDEMNIFICATION, AND INSURANCE ..........csscsssesseeesreeseeeee 15 6.4. NO DESIGN WARRANTY BY AGA saimennonnenmmneremmmmaammnassaransannen: 15 D.2. DESIGN AND CONSTRUCTION WARRANTY BY ML&P.. 15 D.3. INDEPENDENT CONTRACTOR .......::cccseeseeseeeeerseeees lo D.4. OWNERSHIP OF THE PROJECT.........::::eeeeeee 15 D.5. TRANSFER OR SALE OF INTERTIE PROJECT.. ei) i Re Fe eects asta catenins neeeenaraer 16 MLP Agreement V5 Page 2 of 26 12/25/05 Rutz Christmas Draft D:7: ADDITIONAL FUNDING sisenesseressecvorsaveveccovecssvenvewstovexeovsssessosveavosusvocussosnsavensteussssntes¥ertasdeexvars 16 D.8. INDEMNIFICATION ..........00 D.9 INSURANCE REQUIREMENTS............ (a) Workers’ Compensation Insurance...... 17 (b) Commercial General Liability Insurance .. 17 (c) Automobile Liability INSUPANCE oo... eee etc eetteteeeteeteeeteceeeeeseeceecsseceeeseeeesessesseeeneseeseneees 17 (A) Builder's RiSk INSUPANCE ....... cece eceseceseeteeeseeseesseeeceseceeeeseceesesecesecaseneeeseseaesneseaeseseaseneees 18 (e) AEA Additional Party and Evidence of Insurance.. 18 (i) AEA Additional Party ........ cc cecceeeeeteeereeees 7 (ii) Evidence of INSUrANCe ....... eee eeceeteeseceeeeseeeeeenseeseeeeeeseeneeeaeesaeeneeeaecereeaeeneteneeneeeneeeaees D.10. BONDS ........cccceeesceceseeeeseeeseeesneeeseecseeesaeesseeesseeeeneeesneeesaeseseseseecseeesiessneeestieenteeeneseneeeee APPENDIX E. GENERAL CONDITIONS . E.1. TERMINATION FOR CAUSE BY EITHER PARTY.........:ccscecseceseeseeseeseeeeseesesseescescescecaeeseeeceeeneeate 20 2, FORCE MASEURE sasccccceccceeescesevesccscicatscacesdacescsnsessroessenesusseteeoag snsenns sitesocacssavesaitescsecessessystss 20 E.3. TERMINATION BY MUTUAL AGREEMENT........ ..20 E.4. PROCEDURES AND RIGHTS UPON TERMINATION.. ..20 (@) PLOCCCUIES.... eee ececeseeeseeeeneceseeceseeceeeceeessaceseneesssecseessasecesececseeceaeeeessesesesenseseeeseeeeeteeg® 21 (il) (NO NOW Project WoOIKiisscccsieccscessvresvssvavecvavenvsenesvaenevutvsontessereesserestessstersasesstessecesstenssed 21 (iii) Payment for Orderly Transition Expenses.... (iv) Payment for Pre-Termination Project Work .. (b) Rights of the Parties; Effect Of Termination.....cccecccccscseseesescecesssectsctscsetsetseeseeeesees E.5 RIGHTS CUMULATIVE .......ccceeceeseeeteeteeeeeneees E.6. NO THIRD-PARTY BENEFICIARIES E.7. INSPECTION AND REPORTS ...... 22 E.8. RIGHT TO AUDIT ........cceeeeeeeeeees 22 E.9. ERROR OR DISCREPANCY BY ML& wee E.10. PAYMENT OF TAXES.........::000 22 E.11. LITTLE DAViS BACON E.12. CLOSE-OUT.... (a) All Costs Paid....iceeeeeeeeeee 23 (b) Performance Reports Submitted 23 (C) YOUGr ROSDONSIDINGOS yxireceezescezcaacpcovesocesesersersersressscssersteseaserisssereceerorsesset ests 23 E.13. ASSIGNMENT .........cccccccccccseceeceeseeeeeeeeeeeeeeeceeeeenieeseeeneeeneeeneeeseeeseeeneeeneeees 23 E.14. DISPUTES....... 23 E.15. SEVERABILITY.........0 cece 23 E.16. INCORPORATION BY REFERENCE .......c.sccseccesseseseesesesenseseeeecseeecaeecacsesecsesecacsesscseeeeeseeseeses 23 E47. (GOVERNING AW cssceccccese ce caceusevevscscocecexconcss eaceus evevadesavevscerierruazssaunrvasssesessrnsciacssesnsserarsecaed 24 E.18. AMENDMENT/MODIFICATION E.19. SUSPENSION OF WORK... 24 E.20. CONTACTS ..c.ccccccsccescessccsecsscesscessessceseesseesecssecsecsaecssecaeeeecseceeeeaeseseceeeeeceseseeseieeneeeaeenreneees 24 APPENDIX F. ALASKA INTERTIE DOCUMENT LIST ...........:ccssssscceseeseeessssseeeeneeeesesereeseeeeeeeeees 24 DOCUMENTS RELATED TO THE ALASKA INTERTIE UPGRADE........::secceseeeeeeeesseeeeeeeeeeeseeenseeaseeeseneees 24 DESCRIPTION ....ccccccccscesccesccssccsecescesssseesecseesaeesseaecssesseeseesaecssesaeceeecseceaeceseeneeeaecesecaeenieentesatenten 24 APPENDIX G. PROJECT BUDGET. ..........cccccssessesseesesssessneeseessesseeseeseeesensseeesesseeseeessesseeeessaneaeess 26 TASKS/PROJECT PHASE......ccccccccsscesecesecsseesecsaceseeseeseccsececeseceecaeceaeceeeeeeeieenseeaeeseeeeeeaeenseeeeeetees 26 TASK BUDGET........... ..26 BUDGET CATEGORY .. 26 AMOUNT AUTHORIZED ............ 26 ML&P PROJECT MANAGEMENT.. ..26 CONSTRUCTION. ....ccccccccesccsccesscsssesscesecssceseessecsecsesseecseceecseeneeeeeseaeeneeeeeeaeeneteneseeeeseseaeeeseeseseeseness 26 MLP Agreement V5 Page 3 of 26 12/25/05 Rutz Christmas Draft APPENDIX A. BACKGROUND Recital 1: In 2002, The Alaska Legislature appropriated $20.3 million to AEA to upgrade and extend the Anchorage to Fairbanks power transmission intertie (“Alaska Intertie”) to the Teeland substation on Knik Goose Bay Road in the Matanuska-Susitna (“Mat-Su”) Borough (Sec. 78(c), ch. 1, SLA 2002); Recital 2: In its October 2002 report, the Intertie Operating Committee (“IOC”) recommended along with other upgrades construction of a new transmission line between the Teeland substation on the south and the Douglas substation on the Willow-Fishhook Road on the north (the “Alaska Intertie Upgrade and Extension Project,” “Teeland/Douglas Transmission Line Upgrade” or “Project’”); Recital 3: On January 30, 2004, a feasibility study commissioned by AEA evaluated various route alternatives for the Project work, and recommended as within the appropriation amount and least costly the alternatives of either upgrading the existing line owned largely by Matanuska Electric Association (“MEA”) within existing rights-of -way owned by MEA between Teeland and Douglas Substations and leased to AEA for intertie purposes or constructing a parallel line adjacent to the existing MEA rights-of-way; Recital 4: On MEA terminated its lease to AEA of the capital Intertie facility within its rights-of-way between Teeland and Douglas Substations, which facility is also below the construction standard of 230 KV for the balance of the Intertie. Recital 5: On the Regulatory Commission of Alaska (RCA) issued and order presently staying termination by MEA of the AEA Intertie lease.: and Recital 6: ML&P is AEA’s designated manager of the southern portion of the Intertie, which includes the Douglas to Teeland routing, and ML&P is ready, willing, and able to undertake the Project pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, based on the foregoing recitals and in consideration of the mutual promises and agreements contained herein, AEA and ML&P hereby enter into this Agreement whose purpose is to complete the Project within the limits of appropriated funding in accordance with the following terms and conditions. \\ W iW MLP Agreement V5 Page 4 of 26 12/25/05 Rutz Christmas Draft B.1. (a) (b) (¢) (d) (©) (f) (g) B.2. APPENDIX B. SCOPE OF WORK Definitions “AEA” or “Authority” means the Alaska Energy Authority constituted under AS 44.83. “Contracting Officer” means the AEA authorized representative with delegated authority to enter into this Agreement and approve Notices to Proceed, contract amendments, and change orders on behalf of the Authority. “AEA Project Manager” means the person with delegated authority from AEA to review and approve ML&P plans, schedules, deliverables and invoices under this Agreement. Unless otherwise expressly limited by written document in advance to ML&P, the AEA Project Manager is also delegated authority to issue, review and approve Notices to Proceed, contract amendments, and change orders on behalf of the Authority “JOC” means the Intertie Operating Committee (as defined in the Alaska Intertie Agreement, dated December 23, 1985), which is made up of utilities that have entered into agreements related to the Alaska Intertie. “Project” means the Teeland/Douglas Transmission Line Upgrade as defined in the foregoing Background section of this Agreement and as further defined under Scope of Work in this Appendix B. “Project Completion” means the Project is ready and capable of transmitting and delivering at least 230 KV of electricity between the Teeland and Douglas substations safely and in compliance with all applicable codes, regulations and prudent utility practices. “Substantial Completion” means work that has been completed in all essential particulars to the reasonable satisfaction of the Authority so as to allow proceeding to the next phase of work or acceptance of the project. General Scope of Work and Standards of Performance ML&P will serve as Project Manager and manage or maintain responsible control for all aspects of the Project. ML&P will perform all its work directly or through contractors or subcontractors in compliance with the terms and conditions of all required laws, including those related to worker and public safety as well as to environmental concerns. ML&P will carry out all its duties in a workmanlike and commercially reasonable manner with the standard of diligence and care normally employed by duly qualified persons in performance of comparable work. B.3. Project Management Tasks (a) General Requirements ML&P will supervise and oversee all work on the Project, ensure that the Project remains free from liens and encumbrances resulting from ML&P's activities under this Agreement or otherwise related to the Project, and generally carry out such other functions as may be required of a project manager or as may be necessary under this Agreement to successfully complete the Project. MLP Agreement V5 Page 5 of 26 12/25/05 Rutz Christmas Draft (b) Specific Tasks In addition to the Project Manager work associated with individual aspects of the Project, ML&P’s continuing responsibilities as Project Manager will include the following specific duties: (i) Progress Reports ML&P will provide monthly progress reports to AEA during throughout the life of the Project and each monthly report is due within thirty (30) days following the end of the month for which the report is submitted. Monthly reports shall describe all pertinent activities and changes in project scope in reasonable detail including without limitation, budget updates (providing budget changes, costs to date, and forecasted costs to completion), schedule updates, and changes in or to route selection. Copies of all studies and reports, land acquisitions, key design data, completed and filed permit applications and permits received must be sent to AEA when complete and available. AEA reserves the right to request any applicable project documents or studies, and ML&P will respond promptly to any reasonable requests by AEA for additional information and documentation. Monthly progress reports may be combined with monthly financial reports required under Section C.5 so as to generate a monthly financial/progress report on a single document. In addition to its regular monthly reporting to AEA, ML&P should also communicate to AEA, as they occur, the nature and status of any emergencies, safety violations or unusual safety hazards, environmental problems, or other significant events relating to the Project. (ii) __ Communications During the agreement period, ML&P will attempt in good faith to provide communications and reports to the IOC and other participating utilities concerning the Project that may be reasonably required. (iii) __ Procurement ML&P will procure all subcontracts and materials for the permitting, route selection, ROW acquisition, design, supply, construction, and commissioning of the Project through fair and open competitive solicitations or other approved methods as provided in the Municipality of Anchorage’s Procurement Code and Regulations. (iv) _ Budgeting and Scheduling ML&P shall be responsible for maintaining and updating the project budget and schedule milestones. AEA will amend the NTP as needed to reflect budget, schedule, or scope changes. B.4. Project Phases - General Requirements For the convenience of the parties to logically and reasonably sequence work for efficient Project completion, issue subcontracts and funding commitments based on substantial and cohesive units of work, provide for timely and efficient modifications to budgets and schedules, and insure MLP Agreement V5 Page 6 of 26 12/25/05 Rutz Christmas Draft meaningful updates on ongoing funding adequacy for project completion, the Project is administratively divided into the following phases. Phase 1: Phase 2: Phase 3: Phase 4 Phase 5: Phase 6: Project Overview and Mobilization Environmental Assessment and Permitting Right-of-Way (“ROW”) Acquisition, Easements, and Public Involvement Engineering and Design for Line, Towers, Foundations, and Substation Interconnection Construction Switch Over and Final AEA Overview The phases are described in detail in the following section and each phase will require a written NTP as required in Section C. before ML&P can receive any reimbursement for that phase. AEA & ML&P agree to amend any NTP as necessary to reflect budget and schedule changes. B.5. Phase 1 - Project Overview and Mobilization Under Phase 1 of this Agreement, ML&P will undertake a Project Overview and commence Mobilization of its resources to begin Project work. Phase I shall include the following: (a) MLP Agreement V5 1OC Review ML&P will: (i) (ii) (iii) (iv) (v) (vi) Inventory all reporting, approval, or other requirements for the Project involving the IOC under the Alaska Intertie Agreement. Provide AEA and the IOC with a summary of IOC requirements, if any, for completing the Project. Attempt in good faith to obtain all IOC approvals for the Project as may be required by the IOC under the Intertie Agreement. Develop and enter into any applicable agreements and approvals with other participating utilities as may be useful for management and oversight of the Project. Determine if IOC participating utility written commitments for additional funding to complete the Project beyond the $20.3 million provided by the Legislature are in place, and if not, obtain written commitments by one or more participating utilities to consider provision of such additional funding if and when required to complete portions of the work that may not be funded by this agreement. Beyond good faith efforts to comply, ML&P’s ability to secure approvals or commitments by the IOC or any participating utilities is not an element of ML&P’s obligated performance under this agreement. If ML&P is unable to secure required approvals, after discussion with ML&P, AEA may choose to proceed without approval, suspend, or cancel the agreement.(ML&P does not concur with second sentence. AEA Management. needs to review clause.) Page 7 of 26 12/25/05 Rutz Christmas Draft (b) Budget Development and Implementation ML&P shall develop a Project budget using available study information from the Dryden and LaRue/IOC report dated January 30, 2002, and any applicable updates. The budget must be detailed and complete so as to account for all reasonably foreseeable Project costs, separated by Phase and category as indicated in Exhibit G and including subcategories at a sufficient level of detail acceptable to AEA. ML&P shall provide this budget to AEA. (c) Initial Determinations In the Project Overview Phase, ML&P shall pursue resolution of the following initial matters required for continuation of the Project: (i) Finalization of route selection and Preliminary design; (d) Time for Performance and Scheduling Unless otherwise agreed to by the parties, the Project shall be completed on or before December 31, 2010. ML&P shall provide a Development Schedule to AEA, which describes the sequencing and timing of critical decision points (milestones) in order to assure successful completion of the Project. The schedule shall reflect completion of the phases: Environmental Assessment and Permitting; Right-of-Way (“ROW”) Acquisition; Easements; and Public Involvement; Engineering and Design for Line, Towers; Foundations; and Substation Interconnection; Construction; Switch Over and Final AEA Overview. Notwithstanding anything in this Agreement to the contrary, ML&P will not be deemed to be in default of its obligations under this Agreement if the Project is delayed due to permitting or issues associated with securing right of way rights. B.6. Phase 2 - Permitting ML&P will be responsible for all permitting required to complete the Project. At a minimum this will require: (a) Completion of all necessary environmental assessments and acquisition of all necessary environmental and land use permits for the Project from federal, state, and local public authorities. (b) Participation in all associated public involvement processes. (c) Resolution of any potential land use, legal, or public process disputes that may arise in the course of the Permitting Phase. Eligible costs for reimbursement in connection with this Phase’s work are addressed in the Section C; B.7. Phase 3 - Right of Way Acquisition ML&P will be responsible for all right of way acquisition work required to complete the Project. At a minimum this will require that ML&P perform all work necessary to secure right of way and route access for the Project including management of all land or easement purchases and condemnations that may be required. At a minimum this will require completion of the following tasks: MLP Agreement V5 Page 8 of 26 12/25/05 Rutz Christmas Draft (a) ML&P will perform all work related to secure all necessary right-of-way and route access including managing land purchases, condemnations, public meetings and processes, exercising of eminent domain, and legal proceedings and applying for and complying with all local, state, or Federal permits that may be required. (b) Decisions to undertake eminent domain, or participate in other legal proceedings will be at the discretion of ML&P; provided, however, ML&P will only resort to eminent domain or initiation of other legal or administrative proceedings as the last reasonable option for implementing the Project in accordance with the terms and conditions of this Agreement. (c) In undertaking eminent domain proceedings, ML&P may use: (i) its own authority; (ii) the eminent domain authority of other participating utilities as may be available to ML&P for this Project; or (iii) the eminent domain authority of other state agencies as may be available to ML&P for this Project. (d) | ML&P will report which transmission route alternative is being pursued and provide notice to AEA if and when any particular route is abandoned and another route is selected. (e) ML&P will resolve any potential land use, legal or public process conflicts or disputes to the mutual satisfaction of ML&P and AEA prior to proceeding with the Construction phase of the project. B.8. Phase 4 - Design ML&P will be responsible for all design work related to building the Project. At a minimum ML&P shall provide AEA the following in its monthly reports: (a) A design plan describing in general how the Project will be designed, who will provide design services, and design deliverables to be produced by or provided to ML&P (this subsection is also the content of the Preliminary Design component of the Project Overview in Phase 1); (b) Copies of executed design agreements; and (c) All design deliverables, including but not limited to, reports, surveys, drawings, specifications, calculations, and permits. AEA will review design deliverables to determine Project progress and to verify general conformance to the Project goal of constructing the Teeland/Douglas transmission line upgrade. AEA will not review or approve deliverables for correctness or completeness. ML&P shall submit final design documents in both paper and electronic formats to AEA. Design documents shall include all drawings, documents and reports, including environmental and geotechnical studies, operation and inspection reports, plans and profiles, specifications, structural drawings and engineering calculations. B.9. Phase 5 - Construction MLP Agreement V5 Page 9 of 26 12/25/05 Rutz Christmas Draft ML&P will be responsible for all construction work necessary to build the Project. Prior to beginning the construction phase ML&P must have all financial commitments in place to guarantee successful completion of the project and payment for all services provided. Ata minimum ML&P will provide the following construction services: (a) Procurement; (b) Construction Management; (c) Contract Administration; (d) Inspections and Testing; (e) Quality Control; (f) Claims Management; (g) Permit Compliance; and (h) Coordination with Operating Utilities. Additional tasks may be incorporated by mutual agreement in either the Notice to Proceed when authorized for this Phase or a written amendment to this Agreement. B.10. Phase 6 - Switch Over and AEA Final Review ML&P is responsible for Switch Over, which means transferring intertie connectivity and use from the MEA line to the Project’s new line. ML&P will provide notice to AEA when the Project is complete and schedule Switch Over and availability of the new line for regular service thirty (30) days following notice of Project Completion, unless AEA serves written notice of intent to conduct a final review before Switch Over. A final review shall be undertaken within sixty (60) days of the Project Completion notice and completed with due diligence. Switch Over shall be stayed pending completion of the review and resolution of problems, if any, in accordance with this Agreement’s terms and conditions. Following Switch Over, AEA shall proceed with Close-Out as provided in Section E.11 of this Agreement and the parties shall exchange any remaining payments and documents that have not been exchanged, such as as-builts, product literature, and bid and final contract documents. MLP Agreement V5 Page 10 of 26 12/25/05 Rutz Christmas Draft APPENDIX C. PAYMENT C.1. C.2. Amount of Agreement (a) Total Amount The total amount of funding available from AEA for this Agreement is the $20.3 million Legislative appropriation for the Project previously recited. NINETEEN MILLION FIVE HUNDRED THOUSAND DOLLARS ($19,500,000.00) is initially authorized under this Agreement. (b) AEA Budget Costs AEA will budget an amount not to exceed EIGHT HUNDRED THOUSAND DOLLARS ($800,000.00) of the TWENTY MILLION THREE HUNDRED THOUSAND DOLLARS ($20,300,000.00) appropriation for its costs to administer the Project. Authorization and Budget for Subsequent Phases (a) Request to Proceed Prior to undertaking work on any phase ML&P will submit the Authority a written request for authorization to proceed (Request). The Request will provide the scope, schedule, and budget proposed for the Phase as (b) Notice to Proceed (NTP) Upon receipt and review of ML&Ps Request for authorization to proceed AEA will issue a written Notice to Proceed with work on the phase. AEA will attempt within 60 days of receipt to issue the notice to proceed in writing. All NTPs will be considered as an addenda to this agreement. Criteria for issuance of the NTP include but are not limited to: 1 Satisfactory completion of preceding phase or phases. ii. Consistency of proposed Request to the scope, schedule, budget and the intent of this agreement. iii. Adequate funding is reasonably available to complete the project. iv. Proposed work is consistent with project goals. If AEA does not authorized the NTP in 60 days it may be considered denied as submitted without need for written statement. (c) NTP Amendments If the scope, schedule, or budget, is changed during the performance of an NTP an amendment will be issued. The NTP will be amended in writing within 60 days of recognition of the change. Criteria for evaluating a change in the NTP will be the same used for issuing the original NTP. (d) No Liability or Waiver by AEA The Authority will not be responsible without its consent for any costs for work performed without a written notice to proceed; provided, however, that work performed after MLP Agreement V5 Page 11 of 26 12/25/05 Rutz Christmas Draft recognition of the change may be reimbursed by AEA prior to an amendment to an NTP unless notice is provided by AEA to ML&P to stay the changed work. C.3. Concurrent Phase Work The parties may agree to allow work on separate Phases to proceed concurrently, which may include concurrent authorization of Phases (e.g., Phases 2 and 3) as well as the undertaking of a new Phase prior to substantial completion of work on a preceding Phase. C.4. Accounting. ML&P will expend funds within the constraints imposed by this Agreement and approved NTPs. Project expenditures will be tracked in accordance with an accounting system established by ML&P and accepted by AEA pursuant to Section B.5(b). The accounting system used by ML&P shall be in accordance with generally accepted accounting principles applied on a consistent basis, and all transactions shall be supported by records, correspondence, receipts, vouchers, work tickets, invoices, payrolls or other supporting records sufficient to fully document the nature and substance of each expenditure or transaction. C.5. Billing and Eligible Costs Only costs specifically related to the Project and included in the approved budget and subsequent approved NTP will be considered allowable costs. (a) Eligible Costs and Timing i) The Authority will reimburse ML&P for eligible costs upon submission of an invoice and monthly financial reports containing ML&Ps invoice to AEA and other approved back-up for costs processed during that month together with adequate £ supporting documentation. Adequate support includes, but is not limited to, vendor «c@ —— billings, timesheets and check copies Gdecaael proof of payment. Each monthly <°" 4 Any financial report and invoice is due within thirty (30) days following the end of the el <i Te Aopr month for which the ML&P invoice to AEA is submitted. \\9 Vi ¢ ane (ii) “Eligible” costs for payment are those reimbursable costs for labor, materials and ii activities expended in accordance with the approved Budget for a particular Phase. Such “reimbursable” costs include all in-house and all contractual legal, consultant and other labor or professional personnel and support costs incurred in connection with any Project activity, specifically including but not limited to activities in, before or involving judicial forums, regulatory, administrative, municipal or other public bodies, or other Project-related processes such as arbitration and mediation. ce 0 (iii) “Reimbursable” costs for ML&P in-house personnel and materials of any sort shall df Q, be calculated and paid on a fully-allocated basis including overhead and o Fox Ss a 0 burdens i in accordance with pour s b peneely tigate ene P\OjeAs. oan Z mS \_O votes not a / OT anahKe Mp i ; iy 2 Cott 4 (|W ‘Dj G Ch 4 te he a We L io ie as NX) in 4 Yi MLP Agreeriient V5 stl 12 of 26 oe Rutz Christmas bial © ir C.6. Notification of Funding Shortfall ML&P will include in its monthly financial or progress reports projections of when available funds for the Project will be depleted and, if before Project Completion, it shall also project what additional funds will be needed to complete the Project and ML&P’s plan, if any, for financing to completing the Project. The parties shall then proceed as provided in Section D.7 of this Agreement. C.7. Refund for Unnecessary Land Acquisition In the event that any real property interest is acquired before either the Project is terminated or the route is changed, it is ML&P’s responsibility to dispose of such interests no longer necessary for the Project in a commercially reasonable manner and to remit the proceeds to AEA, less the cost to ML&P of any such disposal, and including any interest earned on those funds.. MLP Agreement V5 Page 14 of 26 12/25/05 Rutz Christmas Draft APPENDIX D. WARRANTIES, INDEMNIFICATION, AND INSURANCE D.1. No Design Warranty by AEA (a) ML&P acknowledges and agrees that AEA does not warrant the adequacy of the design or fitness for its intended purpose of the Project design and construction that AEA may accept pursuant to this Agreement, unless and to the extent specifically directed by AEA; and (b) | ML&P waives any and all claims against AEA relating to the adequacy of the design of the Project and the Project’s fitness for its intended purpose, and in no event shall AEA be liable to ML&P for any injuries ML&P sustains arising from or attributable to any errors, omissions, or other deficiencies or inadequacies in the Project’s plans and specifications, unless and to the extent specifically directed by AEA. D.2. Design and Construction Warranty by ML&P ML&P warrants to AEA for a period of one (1) year from the Phase 6 Switch Over that the design and construction of the Project built pursuant to this Agreement will be fit for its intended purpose, under normal maintenance and weather conditions. Notwithstanding the expiration date of this agreement, ML&P is obligated to fulfill its responsibilities until warranty, guarantee, maintenance and parts availability requirements have completely expired. D.3. Independent Contractor ML&P and any agents and employees of ML&P act in an independent capacity and are not officers, employees or agents of AEA in the performance of this Agreement. D.4. Ownership of the Project The parties acknowledge and agree that ownership of the Project is vested solely in the Authority as an integral part of the Alaska Intertie subject to the Alaska Intertie Agreement, and nothing herein is intended to vest any ownership or similar rights in ML&P, the IOC, or other utilities. The completed Project will become part of the Alaska Intertie and subject to all terms and conditions of the Alaska Intertie Agreement and related agreements. D.5. Transfer or Sale of Intertie Project If the Intertie is sold, exchanged or otherwise transferred by AEA at any time during the Project, (i) AEA shall provide ML&P with reasonable advance notice of the proposed transfer; (ii) this Agreement shall terminate by mutual agreement as a result of the transfer; and (iii) if terminated, neither the Authority nor the Authority's successor shall have any further liability to ML&P under MLP Agreement V5 Page 15 of 26 12/25/05 Rutz Christmas Draft this Agreement unless this contract is assigned by the mutual agreement of ML&P, the Authority, and the Authority’s successor. AEA shall not transfer, lease, or in any way convey the Project to a third party at any time during the construction phase without the express prior written consent of ML&P, which consent shall not be unreasonably withheld. D.6. No Additional State Funding TWENTY MILLION THREE HUNDRED THOUSAND DOLLARS ($20,300,000.00) has been authorized by the Alaska Legislature for the Project. Nothing in this Agreement is intended to commit to the expenditure of funds in excess of those authorized by the Legislature, the Authority’s Board of Directors, or the Board of Directors of ML&P, without such party’s full consent. D.7. Additional Funding AEA has no responsibility for funding any additional work required to complete the Project beyond what is available from appropriations authorized by the Legislature. If AEA has valid reason to believe at any time that the Project cannot likely be completed with available funds, AEA may terminate this Agreement unless ML&P provides adequate written assurances that it will fund, or arrange with others for funding completion of the project. The construction phase of the project will not proceed to Phase 5 Construction without written agreements in place to guarantee funding for overruns. If the Project is ultimately terminated for lack of such additional funding, the termination shall be treated as a termination by mutual agreement. If, prior to beginning the construction phase, funds are not immediately made available for completing the project AEA and ML&P may by mutual agreement suspend work. If work is suspended an NTP amendment will be negotiated and issued allowing the agreement to remain open for a fixed period of time until additional funding is available. AEA will not authorize any additional significant amount of funds for the project nor will ML&P create obligations beyond the limits of funds made available as specified in the amended NTP. If funding is not made available to complete the project the agreement will be terminated by AEA upon expiration of the NTP. D.8. Indemnification ML&P, its successors and assigns, shall defend, indemnify and hold harmless AEA (including the State of Alaska and its authorized agents and employees) from and against any and all demands, causes of action, suits, claims, actions, losses, costs, fines, penalties, damages, and liabilities (of whatever kind or nature, collectively “Claims”), including reasonable attorneys’ fees and litigation costs, incurred in connection with or resulting from or arising out of or in any way related to this Agreement, or the work performed, subcontracts, bids, or funds expended pursuant to or in connection with this Agreement, including, but not limited to, those arising in favor of subcontractors, government agencies or third parties (including employees of the parties). The duty of ML&P to defend, indemnify and hold harmless AEA provided herein shall not apply to any matters arising solely out of AEA’s negligence or involving willful misconduct by AEA as contributing or joint cause; provided, however, that if the matters are caused by or result from the MLP Agreement V5 Page 16 of 26 12/25/05 Rutz Christmas Draft concurrent negligence of (a) AEA (including the State of Alaska and their authorized agents and employees), and (b) ML&P, its agents or employees, this indemnity provision (including the duty to defend and/or reimburse defense costs such as reasonable attorneys’ fees) shall be valid and enforceable only to the extent of the negligence of ML&P, its agents or employees. This indemnification obligation shall survive the termination of this Agreement. D.9 Insurance Requirements Without limiting ML&P’s indemnification of AEA, it is agreed that ML&P shall provide and maintain in force at all times during the performance of services under this Agreement the policies of insurance specified in the following subsections to this section against injury to persons or property suffered by AEA or third persons during work on the Project. Where specific limits are shown, it is understood that they shall be the minimum acceptable limits. If ML&P’s policy contains higher limits, AEA shall be entitled to coverage to the extent of such higher limits. Evidence of insurance must be furnished to AEA prior to beginning work and must provide for a thirty (30)-day prior notice of cancellation, non-renewal or material change. Failure to furnish satisfactory evidence of insurance of lapse of the policy is a material breach and grounds for termination of ML&P’s services. (a) Workers’ Compensation Insurance ML&P shall provide and maintain for all employees of ML&P engaged in work under this Agreement Workers’ Compensation Insurance as required by AS23.30.045. ML&P shall require that subcontractors that provide services on the Project carry Workers’ Compensation Insurance. This coverage must include the following: (i) Waiver of subrogation against the Authority and Employer’s Liability Protection in the amount of $500,000 per occurrence. (ii) If ML&P directly utilizes labor outside of the State of Alaska in work under this Agreement, an “Other States” endorsement shall be required as a condition of this Agreement. (iii) | Whenever the work involves activity on or about navigable waters, the Workers’ Compensation policy shall contain a United States Longshoreman’s and Harbor Worker’s Act endorsement, and when appropriate a Maritime Employer’s Liability (Jones Act) endorsement with a minimum limit of $1,000,000. (b) Commercial General Liability Insurance ML&P shall provide and maintain commercial general liability insurance with coverage limits of not less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregates where generally applicable. This insurance shall include premises-operations, independent contractors, products/completed operations, broad form property damage, blanket contractual and personal injury endorsements. AEA shall be named as “Additional Insured” under all of the foregoing liability coverages. (c) Automobile Liability Insurance ML@&P shall maintain and provide automobile liability insurance for all vehicles used by it in the performance of services under this Agreement, with coverage limits of not less than MLP Agreement V5 Page 17 of 26 12/25/05 Rutz Christmas Draft APPENDIX E. GENERAL CONDITIONS E.1. Termination for Cause by Either Party This Agreement may be terminated by either AEA or ML&P at any time before final payment is made upon written notice to the other, effective immediately or on such later date as may be stated in the notice, for any of the following causes: (a) If either party fails to observe or perform any material obligation under this Agreement, and such failure continues for thirty (30) days after written notice of the specifying in detail nature of the default, required remedial action, and the noticing party’s intention to terminate the Agreement as a result of the default unless remedied, then the non-defaulting party may terminate this Agreement; provided, however, that if the breach is of a nature which cannot be appropriately remedied, no thirty (30) day remedy period shall be required and the termination shall be effective immediately upon notice (or on the later date stated in such notice); and provided further, that the party receiving the notice may have a period longer than thirty (30) days to remedy the default, if reasonably necessary and appropriate action has commenced within the thirty (30) days following notice and been prosecuted thereafter with due diligence; or (b) | Wrongful termination by either party may be deemed by the other party to be a termination for cause by the party committing the wrongful termination, as of the effective date provided in the wrongful termination. E.2. Force Majeure ML&P is not liable for the consequences of any failure to perform or default in performing any of its obligations under this Agreement, if that failure or default is caused by any unforeseeable Force Majeure, that is, by cause beyond the control of and without the fault or negligence of ML&P. For the purposes of this Agreement, “Force Majeure” means war (whether declared or not), revolution, invasion, insurrection, terrorism, riot, civil commotion, sabotage, military or usurped power, lightning, explosion, fire, storm, drought, flood, earthquake, epidemic, quarantine, strikes, acts or restraints of governmental authorities affecting the Project or directly or indirectly prohibiting or restricting the furnishing or use of materials or labor required, inability to secure materials, machinery, equipment or labor because of priority, allocation or other regulations of any governmental authorities. E.3. Termination by Mutual Agreement This Agreement may be terminated, in whole or in part, prior to completion of the Project if both parties agree that continuation is not feasible or would not produce beneficial results commensurate with the further expenditure of funds. The parties must agree on the termination conditions, including effective date of termination and the part of the Project to be terminated (if less than the entire Project). E.4. Procedures and Rights Upon Termination Upon termination of this Agreement under this Appendix E, the parties shall adhere to the following procedures and possess the following rights: MLP Agreement V5 Page 20 of 26 12/25/05 Rutz Christmas Draft E.5 (a) Procedures ML&P shall immediately (or on such later date as the termination notice may designate) deliver to the AEA Project Manager all files and documents in ML&P’s possession relating to the Project, and cooperate with the Project Manager to effect an orderly transition or shut-down of the Project minimizing costs to all parties involved. (ii) No New Project Work Except as may be necessary for accomplishment of the preceding orderly transition, ML&P shall perform no further project work following the effective date of termination. (iii) __ Payment for Orderly Transition Expenses ML&P shall be paid its expenses in providing for orderly transition, and such payment shall be made by AEA, without offset, within the time provided in this Agreement for payment of invoices following their submission. (iv) _ Payment for Pre-Termination Project Work ML&P shall be paid for all Project work performed prior to the effective date of termination, and AEA shall make such payment, without offset, within the time provided in this Agreement for payment of invoices following their submission. (b) Rights of the Parties; Effect of Termination Upon termination of this Agreement pursuant to Section E.1 above, the parties shall have the rights and liabilities allowed by law. Upon termination, AEA shall promptly pay to ML&P any amounts owing to ML&P under this Agreement for work performed and commitments made prior to the date of termination. To the extent not otherwise reimbursed prior to termination, both ML&P and AEA shall also be reimbursed for any other reasonably ascertainable expenses incurred in connection with preparation and execution of this Agreement provided such additional reimbursement does not exhaust the remaining funds from the Legislative appropriation for the Project. Rights Cumulative All rights and remedies possessed by either party shall be cumulative and may be exercised from time to time. No failure on the part of AEA or ML&P to exercise, and no delay in exercising, any right, power or remedy will operate as a waiver thereof, nor will any single or partial exercise by AEA or ML&P of any right, power, or remedy preclude any other or future exercise thereof or the exercise of any other right, power, or remedy. MLP Agreement V5 Page 21 of 26 12/25/05 Rutz Christmas Draft E.6. No Third-Party Beneficiaries Nothing in this Agreement shall be interpreted or construed as creating any rights or privileges of any kind whatsoever in persons or entities who are not parties to this Agreement. Nothing in this Agreement shall be intended or deemed to create a partnership, joint venture, association, or other similar relationship between the parties hereto. E.7. Inspection and Reports AEA or its designee may inspect, in the manner and at reasonable times it considers appropriate, all ML&P’s facilities and activities under this Agreement. Additionally, AEA or its designee may examine all Project-related records at any reasonable time for the purpose of copying, audit or inspection. ML&P shall retain all Project related records for four years following the completion date of the Project or until final resolution of any audit, negotiation, claim or other action related to the Project which is started prior to the end of the four year period, whichever is later. Project records to be maintained shall include, but are not limited to, financial and construction records, plans, change orders and such other records as are necessary to document and permit a full and complete audit of the cost of the Project and other reimbursable expenses and costs of ML&P. E.8. Right to Audit AEA may select a nationally recognized independent public accounting firm licensed to practice accountancy to audit or review, from time to time, the ML&P records and books of account established pursuant to this Agreement, subject to the following conditions: (a) Such audits may be conducted not more frequently than every six (6) months. (b) — AEA shall bear the full cost and expense of such audit or review. E.9. Error or Discrepancy by ML&P If the audit conducted by AEA reveals any error or discrepancy by ML&P, such error or discrepancy shall be corrected and any money found to be owing or due shall be repaid within thirty (30) days of demand. Each party reserves the right to seek a judicial determination in the event of a good faith dispute concerning the results of the audit. E.10. Payment of Taxes As a condition of performance of this Agreement, ML&P shall pay all federal, state, and local taxes incurred by ML&P and shall require their payment by any subcontractors or any other persons in the performance of this Agreement. Satisfactory performance of this paragraph is a condition precedent to payment by AEA under this Agreement. E.11. Little Davis Bacon ML&P is required to comply with AS 36.05.010 — 110 during the contract term. E.12. Close-Out MLP Agreement V5 Page 22 of 26 12/25/05 Rutz Christmas Draft ML&P will initiate close-out procedures when AEA determines in consultation with ML&P that the following criteria have been met or will soon be met: (a) All Costs Paid All costs to be paid with Project funds have been incurred and invoiced by ML&P. (b) Performance Reports Submitted Upon or prior to close out of the Project, ML&P shall have submitted to AEA all reports required under this Agreement; provided, however, ML&P’s failure to submit a report will not preclude AEA from effecting close-out if it is deemed to be in AEA’s or the Project’s interest. Any excess Project funds that may be in ML&P’s possession shall be refunded by ML&P in the event of ML&P’s failure to finish or update the report. (c) Other Responsibilities ML&P shall have satisfactorily complied with this Agreement and applicable laws and regulations, or there is no material cause to keep the Project open. E.13. Assignment Neither ML&P nor AEA shall assign, transfer, or delegate their respective rights or responsibilities under this Agreement without the prior written consent of the non-assigning party, which consent such non-assigning party can withhold in its reasonable discretion, and any purported assignment, transfer, or delegation without such consent shall be void and of no force or effect. E.14. Disputes Both AEA and ML&P agree that any dispute arising out of this agreement between AEA and ML&P shall be resolved under AS 36.30. 620 through 640 and any other statutes or regulations governing the operations of AEA or ML&P as a public utility if such provisions take precedence for resolving the dispute. Any appeal of an administrative order or any original action to enforce any provision of this Agreement or to obtain any relief from or remedy in connection with this Agreement may be brought only in the Superior Court for the State of Alaska, Third Judicial District, Anchorage, Alaska. Any disputes between ML&P and any subcontractors or employees will be resolved in accordance with ML&P personnel and procurement statutes, regulations, ordinances, policies, and procedures. E.15. Severability If any provision of the Agreement is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions will not be affected and they will be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. The parties shall in good faith negotiate and amend this Agreement to rectify the defects, if reasonably possible. E.16. Incorporation by Reference MLP Agreement V5 Page 23 of 26 12/25/05 Rutz Christmas Draft The exhibits attached hereto are an integral part of this Agreement and are incorporated herein by reference. E.17. Governing Law This Agreement shall be governed by and construed under the laws of the State of Alaska. E.18. Amendment/Modification This Agreement may not be modified or amended except by a writing signed by the parties. E.19. Suspension of Work ML&P and AEA may agree to suspend work during the performance of this agreement. If work is suspended an amendment to any open NTPs will be negotiated and no new work will proceed until the reasons the suspension have been resolved. E.20. Contacts The following individuals are appointed contacts for this Agreement: AEA: Alaska Energy Authority 813 West Northern Lights Boulevard Anchorage, Alaska 99503 Attention: Executive Director Telephone: (907)269-3000 Facsimile: (907)269-3044 ML&P: Municipal Light & Power 1200 East First Avenue Anchorage, Alaska 99501 Attention: General Manager Telephone: (907)263-5202 Facsimile: (907)263-5204 APPENDIX F. ALASKA INTERTIE DOCUMENT LIST Documents related to the Alaska Intertie Upgrade Agreement No. Description 1 Alaska Intertie Agreement among Alaska Power Authority Municipality of Anchorage, Alaska d.b.a. Municipal Light and Power; Chugach Electric Association, Inc.; City of Fairbanks, Alaska, Municipal Utilities System; and Golden Valley Electric Association, Inc.; and Alaska Electric Generation and Transmission Cooperative, Inc. MLP Agreement V5 Page 24 of 26 12/25/05 Rutz Christmas Draft 10 11 12 MLP Agreement V5 Alaska _ Intertie Maintenance Agreement between Alaska Power Authority and Alaska Electric Generation and Transmission Cooperative, Inc. Alaska Intertie Maintenance Agreement for the Intertie Facilities Located in the Teeland Substation of Chugach Electric Association, Inc., between Alaska Power Authority and Chugach Electric Association, Inc. Alaska _ Intertie Maintenance Agreement between Alaska Power Authority and Golden Valley Electric Association, Inc. Joint Use Agreement with MEA — January 1984 Agreement of ML&P appeal dated December 15, 1994 Agreement for Intertie Testing - December 1985 SCADA Agreement with ML&P — April 1986 SCADA Agreement with GVEA — January 1986 Douglas Substation Agreement — March 30, 1984 Alaska Intertie Upgrade Report for the Intertie Operating Committee, October 2002, prepared by the Technical Subcommittee to the IOC Alaska Intertie Upgrade Study, 230 kV Transmission Line Teeland Substation to Douglas Substation, Dryden & LaRue, Inc., January 30, 2004 Page 25 of 26 12/25/05 Rutz Christmas Draft Alaska Industrial Development and Export Authority - AIDEA/AEA Alaska Energy Authority MEMORANDUM TO: Chris Rutz Procurement Manager FROM: Brenda Applegate Accountant DATE: November 2, 2005 SUBJECT: Teeland/Douglas Transmission Line Upgrade Contract Shellie and | met with MLP today to discuss billing and accounting issues relating to the above contract. The following is a summary of the issues discussed: -We can expect to see various indirect overhead charged to the project. The attached document was given to us by MLP showing the current overhead rates. My understanding is the rates shown are percentages charged for every dollar spent in that category. The General and Administrative overhead rate is applied to all costs with the exception of capitalized interest. This covers administrative costs such as IT, accounting and procurement. The stores overhead is charged for every dollar taken out of inventory to cover the cost of their warehouse. The engineers overhead is applied to every straight time hour charged to the project by an engineer to cover the cost of their engineering department. These rates are approved internally by MLP and are not approved by any outside agency. This may be an area to discuss more fully and assess the impact to the project budget as | believe it could be substantial. -In addition to the above overhead we can also expect to see a miscellaneous employer allocation. On a citywide basis, all jury duty, administrative leave, funeral leave and other miscellaneous employer costs are accumulated and allocated to every straight time hour worked. These employer costs are in addition to regular employer overhead such as benefits. -All direct labor charged to the project will be at a loaded rate which includes benefits. The direct labor we can expect would be Engineering and Operations. There is a possibility we could also see direct administrative charges to the project that is separate from the Administrative overhead rate above. 813 WEST NORTHERN LIGHTS BOULEVARD * ANCHORAGE, ALASKA 99503 907 / 269-3000 + FAX 907 / 269-3044 + www.aidea.org TOLL FREE (ALASKA ONLY) 888 / 300-8534 -MLP can provide support for charges they will bill including copies of invoices for subcontractors, labor reports and timesheets for direct labor and General Ledger reports for overhead allocated to the project. We determined that if a contract payment was approved for payment by their offices and we have a copy of the invoice we did not need all of the support for that payment. This is consistent with the level of support we require on other AEA projects. -MLP’s accounting system will not report on the category’s we currently show in Appendix G of the agreement without manual intervention. If we can change the lines within the tasks to groupings they have in their accounting system it would simplify the process for them. They can report as the agreement is currently structured by manipulating the data in Excel to meet our needs but of course it would be easier to use structures directly from their system. | can provide a copy of the structures they have if we want to change the budget structure to meet them. My recommendation would be to structure the budget by line item that the project manager wants to control and receive reports on. MLP has numerous class codes that, in my opinion, would be cumbersome to budget and report on individually. -MLP was in agreement that tracking advances and interest earnings would be cumbersome and was agreeable to doing monthly billings except when the invoice exceeded $100,000 and they needed to be reimbursed sooner for cash flow purposes. They also would like the option to advance bill if they have an invoice to be paid but cannot pay without the cash up front. | think this would be something we could add to the agreement to allow for these situations provided they have an approved invoice and will affirm the payment will be disbursed within 1 day (??) of obtaining the cash so no interest is earned on the State funds which would be required to be remitted back to the State. | think | have summarized the highlights of the meeting and would be happy to answer any questions or follow up. Attachments MUNICIPAL LIGHT & POWER FINANCE ZS MEMORANDUM MEP DATE: March 2, 2005 TO: ML&P Managers and Supervisors THRU: Richard E. Miller, Finance Manager PA demcabe— Claudette Petty, Chief Accountant (4, ditt Litt 4 g FROM: Cynthia A. Karwowski, Fixed Assets Supervisor OM SUBJECT: 2005 Overhead Rates for Stores, A&G, Engineering & IDC Based on the 2004 year end data and the 2005 budget, the following overhead rates will be used for 2005: Stores Overhead Transmission & Distribution 31% Generation 17.5% Administrative and General Overhead 21% Engineering Overhead 44% Based on the 2004 year end data, the following allowance for funds used during construction rate will be used for 2005: Monthly .6681% Annual 8.0170% c: All Finance Division (minus payroll & A/P), Engineering (L. Powell, Chris Pedersen) MUNICIPAL LIGHT & POWER FINANCE 7% MEMORANDUM MEP DATE: March 2, 2005 TO: ML&P Managers and Supervisors THRU: Richard E. Miller, Finance Manager Pe hudemLh— Claudette Petty, Chief Accountant (/ditte batty FROM: Cynthia A. Karwowski, Fixed Assets Supervisor IW SUBJECT: 2005 Overhead Rates for Stores, A&G, Engineering & IDC Based on the 2004 year end data and the 2005 budget, the following overhead rates will be used for 2005: Stores Overhead Transmission & Distribution 31% Generation 17.5% Administrative and General Overhead 21% Engineering Overhead 44% Based on the 2004 year end data, the following allowance for funds used during construction rate will be used for 2005: Monthly .6681% Annual 8.0170% c: All Finance Division (minus payroll & A/P), Engineering (L. Powell, Chris Pedersen) 8000 8100 8200 8300 Class & Resource Category 8010 8110 8120 8130 8131 8140 8149 8150 8363 8743 8744 8201 8202 8203 8204 8205 8206 8207 8208 8209 8210 8211 8212 8213 8214 8215 8216 8217 8218 8219 8220 8221 8222 8223 8250 8251 8252 8253 8254 8255 8256 8258 8260 8270 8280 Municipal Light and Power Class / Resource Category Resource Type Description MLP Classification Revenues Personal Services Straight Time Labor Overtime Labor Holiday/Leave Accrual Holiday/Leave Taken Benefits Fringe Benefits Applied Premiums/Shifts/Differentials Settlements General Liability Workers' Comp Supplies Operating Supplies Repair & Maint Supplies Office Supplies Small Tools&Minor Equip Direct Purchase Material T & D Mater&Supply Issues T & D Overhead Applied Data Processing Supplies Janitorial Supplies Postage Safety Supplies Furniture Communication Supplies Oil For Production Gas For Production Film Permits Licenses & Certificates Gen Mater&Supply Issues Gen Overhead Applied Gen Mater&Supply Returned Electronic & Photo Equipment Novelties Automotive Parts Tires And Tubes Fue Oil Lubricants Contract Labor Automotive Laundry And Cleaning Main Stem Charges Misc Garage Expense Bulk Steam Pit Chemicals Test Chemicals & Lab Sup Other Services & Charges Page 1 of 5 Resource Type REVEN LABOR LABOR LABOR LABOR LABOR EMPCD LABOR LABOR LABOR LABOR MATER MATER MATER MATER MATER MATER STORE MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER STORE MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER MATER Class & Resource Category 8301 8302 8303 8304 8305 8306 8307 8308 8309 8310 8311 8312 8313 8314 8315 8316 8317 8318 8319 8320 8321 8322 8323 8324 8325 8327 8328 8329 8330 8331 8332 8333 8334 8335 8336 8337 8338 8339 8340 8341 8342 8343 8344 8345 8346 8347 8348 8349 8355 Municipal Light and Power Class / Resource Category Resource Type Description Professional Services Communications Transportation Advertising Printing & Binding Insurance Utility Services Repairs&Maint-Contracted Rentals Administrative Overhead Applie Depr Electric Plant Depreciation Buildings Interest Expense Int Capitalized On Const Cash Over & Short Uncollectible Expense Other Finan Service Chrgs Brds&Commiss&Mtng Expense Dues & Subscriptions Schools&Training - Anchorage Legal Services Engineering Consultants Data Processing Services Snow Removal Private Vehicle Mileage Sanitary Landfill Steam Thawing Arbitrators Auditing Service Contracted Labor Freight Book/Ref Material Reimb For Damages Repair/Maintenance Copying & Printing Tests E.G. Soils, Oil, Et Bus Pass Expense Car Wash Lawn Maintenance Inspections Parking Fees Janitoral/Cleaning Graphics Mapping Amortization Consultants Disposal Envir Wst Mat Bank Fee Recycling Services Page 2 of 5 Resource Type OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER A&G OTHER OTHER OTHER AFUDC OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER Resource Category 8400 8600 8700 Class & 8356 8357 8358 8359 8360 8361 8362 8364 8365 8366 8367 8368 8369 8373 8374 8375 8376 8377 8378 8379 8390 8391 8392 8401 8402 8403 8601 8602 8603 8604 8605 8606 8607 8608 8609 8610 8611 8612 8613 8614 8615 8701 8702 8703 8704 8705 Municipal Light and Power Class / Resource Category Resource Type Description Uniform Cleaning Auto Body Repair Engineering Overhead Taxes Penalties Moving Expense Sponsor Ship / Donations Internet Service Right of Way Physicals & Medical Services Document Destruction Lobbying Services Business Meals Travel Agent Fees Air Fare Other Transportation Costs Lodging Per Diem Tuition & Registration Other Travel Costs Transfer Prior Year Charges Transfers Current Year Charges Install Labor Meters & Transfo Debt Service Principal Interest Other Capital Outlay Land Buildings Vehicles Library Books&Art Objects Machinery & Equipment Constr. Labor Contracted Right Of Way Data Processing Equipment Software Furniture Engr Labor Contracted Tools & Test Equipment Permits Direct Purchase Material Electronic & Photo Equipment Chgs From Other Depts Internal Audit Omb Mgmt Svcs Personnel Public Finance and Cash Mgmt Payroll Page 3 of 5 Resource Type OTHER OTHER ENGOV OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER OTHER TRANS OTHER OTHER DTSVC DTSVC DTSVC CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CAPOT CHRGF CHRGF CHRGF CHRGF CHRGF Resource Category 8800 Class & 8706 8708 8709 8710 8711 8712 8713 8715 8717 8718 8720 8722 8723 8724 8725 8727 8729 8730 8731 8733 8734 8736 8737 8738 8739 8740 8741 8742 8745 8746 8750 8751 8753 8754 8756 8766 8770 8772 8778 8781 8783 8786 8788 8791 8801 8802 8803 8804 Municipal Light and Power Class / Resource Category Resource Type Description Accts Payable Purchasing PeopleSoft Support Treasury Admin Revenue Management Central Accounting Delinquent Collectio Remittance Processin Mayor Muni Manager Fire Communications Employment Services Equal Opportunity Records Management Records Budget & Legislative Services Single Audit Clerk Real Estate Svcs Hib Personnel Administration Reprographics Code Enforcement Benefits Data Resources IT Applications Labor Relations Resource Development Parks & Rec Classification Fixed Assets Ombudsman Civil Law Code Abatement Building Inspection ITD Operations Building Permit Public Counter Right Of Way Enforce Survey PeopleSoft Services Solid Waste Services Infrastruture Anch Water Utility Emergency Management Chgs To Other Depts Closed to Plant Deposits Cost Recovery Joint Trenching Recovery Page 4 of 5 Resource Type CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGF CHRGT DEPOS COSTR COSTR Municipal Light and Power Class / Resource Category Resource Type Class & Resource Resource Category Description Type 8809 Closed to Expense CHRGT 8810 Relocation Salvage CHRGT Page 5 of 5 Municipality of Anchorage Department of Finance Public Finance and Investment Division DATE: August 29, 2005 TO: Whom it may Concern SUBJECT: ACH/WIRE Instructions for the Municipality of Anchorage Municipal Light and Power (MLP) BANK : ABA: Account Name: Account #: Bank Contact: KeyBank 101 W. Benson Blvd, Suite 401 Anchorage, AK 99510 125200879 Municipality of Anchorage MLP Dep/Refunds 729681007526 Debbie Neal-Prewitt 1-800-304-9856 H:data\word\dirlets\\csa2may04